Diamondback Energy, Inc. — Director's Dealing 2015

Sep 4, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Diamondback Energy, Inc. (FANG)
CIK: 0001539838
Period of Report: 2015-09-02

Reporting Person: WEXFORD CAPITAL LP (Director)
Reporting Person: Wexford GP LLC (10% Owner)
Reporting Person: JACOBS JOSEPH (10% Owner)
Reporting Person: DAVIDSON CHARLES E (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-09-02	Common Stock, par value $0.01	S	50000	$67.2266	Disposed	542996	Indirect
2015-09-03	Common Stock, par value $0.01	S	70000	$68.4236	Disposed	472996	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01	77054	Direct

Footnotes

F1: Since the date of the last group filing, Wexford Capital LP ("Wexford") received 1,578 Restricted Stock Units ("RSUs") which were granted to Steve West in respect of his service as a member of the Board of Directors of the Issuer, and assigned by Mr. West to Wexford. Of these RSUs, 526 vested on August 25, 2015 and the remaining 1,052 RSU will vest in two equal annual installments beginning on July 1, 2016. The grant of these RSUs was reported on a Form 4 filed by Mr. West on September 1, 2015. All such RSUs are included herein.

F2: The securities disposed of were held by DB Energy Holdings LLC ("DB Energy"), Wexford Catalyst Fund, L.P. ("WCF"), Wexford Spectrum Fund, L.P. ("WSF"), Spectrum Intermediate Fund Limited ("SIF") and Catalyst Intermediate Fund Limited ("CIF" and, together with DB Energy, WCF, WSF and SIF, the "Funds").

F3: This form is jointly filed by Wexford, Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs"), and Wexford GP LLC ("Wexford GP"). The common stock shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford reflect common stock owned of record by the Funds. Wexford serves as manager, investment advisor or sub advisor of each of the Funds, and as such may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. (continued under Footnote (4) below)

F4: (continued from Footnote (3) above) Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by the Funds for which Wexford serves as manager, investment advisor or sub advisor. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its actual pecuniary interest therein.