Diamondback Energy, Inc. — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Diamondback Energy, Inc. (FANG)
CIK: 0001539838
Period of Report: 2021-03-01

Reporting Person: Stice Travis D. (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Common Stock	A	34499	—	Acquired	511804	Indirect
2021-03-01	Common Stock	A	34133	—	Acquired	545937	Indirect
2021-03-01	Common Stock	F	13431	$69.28	Disposed	532506	Indirect
2021-03-01	Common Stock	F	5834	$69.28	Disposed	526672	Indirect
2021-03-01	Common Stock	F	4526	$69.28	Disposed	522146	Indirect
2021-03-01	Common Stock	F	4323	$69.28	Disposed	517823	Indirect

Footnotes

F1: These securities are restricted stock units, each representing a contingent right to receive one share of common stock, par value $0.01 per share, of the issuer. These restricted stock units were granted under the issuer's equity incentive plan and will vest in three equal installments beginning on March 1, 2021.

F2: These securities are held by Stice Investments, Ltd., which is managed by Stice Management, LLC, its general partner. Mr. Stice and his spouse hold 100% of the membership interests in Stice Management, LLC, of which Mr. Stice is the manager.

F3: These securities are performance-based restricted stock units for the performance period from January 1, 2018 to December 31, 2020 that were granted under the issuer's equity incentive plan on February 13, 2018. All of these performance-based restricted stock units vested as of December 31, 2020 upon certification by the issuer's compensation committee of the applicable performance conditions on February 23, 2021.

F4: The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement of the performance-based restricted stock units granted on February 13, 2018 and vested upon certification by the issuer's compensation committee on February 23, 2021. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 26, 2021.

F5: The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2021 of the second tranche of the time-based restricted stock units granted to the reporting person on March 1, 2020. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 26, 2021.

F6: The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2021 of the first tranche of the time-based restricted stock units granted to the reporting person on March 1, 2021. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 26, 2021.

F7: The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2021 of the third tranche of the time-based restricted stock units granted to the reporting person on March 1, 2019. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 26, 2021.