FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Diamondback Energy, Inc. [ FANG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/12/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/12/2024 | J | 11,724(1) | D | $0 | 9,476 | I(2) | By Greyhawke Capital Advisors LLC | ||
Common Stock | 11/12/2024 | J | 5,862(1) | A | $0 | 5,862(1) | D | |||
Common Stock | 11/13/2024 | S | 1,150 | D | $181 | 4,712 | D | |||
Common Stock | 11/13/2024 | G | 2,310 | D | $0 | 2,402 | D | |||
Common Stock | 11/13/2024 | S | 240 | D | $181 | 9,236 | I(2) | By Greyhawke Capital Advisors LLC |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. These shares were distributed by Greyhawke Capital Advisors LLC ("Greyhawke") in a partial in-kind distribution to Mr. Plaumann and the Martin and Selma Rosen GST Trust FBO Robert Rosen and Descendants U/A December 15, 2015 (the "MS Trust") proportionate to their respective membership interests in Greyhawke (the "Distribution"). Mr. Plaumann holds a 50% ownership interest in Greyhawke and, as a result, received 5,862 shares in the Distribution. Mr. Plaumann is the trustee of the MS Trust. Mr. Plaumann, however, is not a beneficiary of the MS Trust, and disclaims any pecuniary interest in the 5,862 shares distributed by Greyhawke to the MS Trust in the Distribution. The Distribution did not involve a purchase or a sale of securities or any additional consideration, and did not result in a change in Mr. Plaumann's pecuniary interest in the shares. |
2. The remaining shares held by Greyhawke were previously assigned by Mr. Plaumann to Greyhawke under the terms of his employment with Greyhawke. As a managing member of Greyhawke and a holder of a 50% membership interest therein, Mr. Plaumann may be deemed to have a pecuniary interest in the securities held by Greyhawke. |
Remarks: |
/s/ Teresa L. Dick, as attorney-in-fact for Mark L. Plaumann | 11/14/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |