Diversified Energy (DEC) EVP receives RSUs, exercises awards and pays taxes

Rhea-AI Filing Summary

Diversified Energy Co EVP of Energy Marketing Ron Lee Ridgway reported a series of equity compensation events on March 16, 2026. He received several grants of restricted stock units (RSUs) and performance stock unit-related awards at no cash cost, reflecting routine compensation rather than open‑market buying.

On the same date he exercised 9,874 RSUs, which converted into 9,874 shares of common stock at a conversion price of $0.00 per share, consistent with RSU settlement. He also received an additional 5,471 shares of common stock as a grant or award. To cover tax obligations on these vestings and settlements, 4,845 shares of common stock were withheld at $14.61 per share, a tax‑withholding disposition rather than a market sale.

After these transactions, Ridgway directly held 21,660 shares of Diversified Energy common stock. The Form 4 also notes that RSUs convert into common stock on a one‑for‑one basis and that some awards vest on January 1, 2027 and January 1, 2028, subject to his continued employment.

SEC Form 4

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^*

Ridgway Ron Lee

(Last) (First) (Middle)

C/O DIVERSIFIED ENERGY COMPANY

1600 CORPORATE DRIVE

(Street)

BIRMINGHAM ALABAMA 35242

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Diversified Energy Co [ DEC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP - Energy Marketing

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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, par value $0.01 per share	03/16/2026	03/16/2026	M		9,874(1)	A	$0	21,034	D
Common stock, par value $0.01 per share	03/16/2026	03/16/2026	A		5,471(2)	A	$0	26,505	D
Common stock, par value $0.01 per share	03/16/2026	03/16/2026	F		4,845(3)	D	$14.61	21,660	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units	$0(4)	03/16/2026	03/16/2026	A		715(5)		(6)	(6)	Common Stock	715	$0	34,629	D
Restricted Stock Units	$0(4)	03/16/2026	03/16/2026	A		545(5)		(7)	(7)	Common Stock	545	$0	26,419	D
Restricted Stock Units	$0(4)	03/16/2026	03/16/2026	A		204(5)		(8)	(8)	Common Stock	204	$0	9,874	D
Restricted Stock Units	$0(4)	03/16/2026	03/16/2026	M			9,874	(8)	(8)	Common Stock	9,874	$0	0	D

Explanation of Responses:

1. Represents the settlement of restricted stock units ("RSUs").

2. Represents the settlement of performance stock units ("PSU"s) granted in 2023.

3. The transaction reported reflects the withholding of RSUs and PSUs in satisfaction of the Reporting Person's tax liability.

4. Restricted stock units ("RSUs") convert into shares of the Issuer's common stock on a one-for-one basis.

5. Represents additional RSUs that accrued as dividend equivalent rights in connection with the Issuer's dividend payment of $0.29 per share.

6. These RSUs vest on January 1, 2027, subject to the Reporting Person's continued employment.

7. These RSUs vest on January 1, 2028, subject to the Reporting Person's continued employment.

8. These RSUs vested on January 1, 2026.

Remarks:

	/s/ Benjamin Sullivan, Attorney-in-Fact	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Diversified Energy (DEC) EVP Ron Ridgway report?

Ron Ridgway reported multiple equity compensation transactions, including grants of RSUs and settlement of 9,874 RSUs into common stock. He also received 5,471 common shares as an award, with 4,845 shares withheld to satisfy tax obligations related to these vestings.

Did Diversified Energy (DEC) EVP Ron Ridgway buy or sell shares on the open market?

The filing shows no open-market purchases or sales. All transactions are equity compensation-related: RSU and PSU settlements, new RSU and share awards, and shares withheld for taxes. The F-code disposition reflects tax withholding, not a discretionary market sale or trading decision.

How many Diversified Energy (DEC) shares does Ron Ridgway hold after these transactions?

After the reported transactions, Ron Ridgway directly holds 21,660 shares of Diversified Energy common stock. This figure reflects RSUs converted into shares, additional share awards, and the withholding of 4,845 shares to cover tax liabilities tied to his vested units.

What is the significance of the 9,874-share RSU exercise for Diversified Energy (DEC)?

The 9,874-share RSU exercise converts previously awarded restricted stock units into common shares at a stated price of $0.00. It represents routine vesting of prior compensation rather than new investment capital or a market trade, and is common in long-term incentive programs.

Why were 4,845 Diversified Energy (DEC) shares disposed of in Ron Ridgway’s Form 4?

The 4,845-share disposition is coded F, indicating shares were withheld to pay taxes on vested RSUs and PSUs. The shares were valued at $14.61 each for this purpose, and this mechanism does not represent an open-market sale or change in investment stance.

When do Ron Ridgway’s new RSU awards in Diversified Energy (DEC) vest?

Footnotes state that certain RSU grants vest on January 1, 2027, and January 1, 2028, subject to Ron Ridgway’s continued employment. Another set of RSUs vested on January 1, 2026, leading to the settlement activity reported in this Form 4 filing.