Diversified Energy (DEC) insider granted 200,000 RSUs plus dividends

Rhea-AI Filing Summary

Diversified Energy Company’s President and CFO reported new stock-based awards. The filing shows several grants of restricted stock units (RSUs), which each convert into one share of common stock. On December 31, 2025, the officer received additional RSUs totaling 687, 2,028, and 1,554 units that accrued as dividend equivalent rights tied to a $0.29 per share dividend. These RSUs vest on March 31 in 2026, 2027, and 2028, subject to continued employment.

On January 5, 2026, the officer was granted 200,000 RSUs at a price of $0. These vest in three equal annual installments on the first, second, and third anniversaries of the grant date, also conditioned on continued employment, and will accrue additional RSUs when future dividends are paid.

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^*

Gray Bradley G

(Last) (First) (Middle)

C/O DIVERSIFIED ENERGY COMPANY

1600 CORPORATE DRIVE

(Street)

BIRMINGHAM AL 35242

(City) (State) (Zip)

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)
	President and CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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

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(1)	12/31/2025		A		687(2)		(3)	(3)	Common Stock	687	$0	36,079	D
Restricted Stock Units	$0(1)	12/31/2025		A		2,028(2)		(4)	(4)	Common Stock	2,028	$0	106,588	D
Restricted Stock Units	$0(1)	12/31/2025		A		1,554(2)		(5)	(5)	Common Stock	1,554	$0	81,656	D
Restricted Stock Units	$0(1)	01/05/2026		A		200,000		(6)	(6)	Common Stock	200,000	$0	200,000	D

Explanation of Responses:

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

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

3. These RSUs vest on March 31, 2026, subject to the Reporting Person's continued employment.

4. These RSUs vest on March 31, 2027, subject to the Reporting Person's continued employment.

5. These RSUs vest on March 31, 2028, subject to the Reporting Person's continued employment.

6. On January 5, 2026, the Reporting Person was granted 200,000 RSUs. The RSUs vest in three equal installments on the first, second and third anniversaries of the grant date, subject to the Reporting Person's continued employment. Dividend equivalent rights accrue with respect to these RSUs as additional RSUs when dividends are paid on the Issuer's common stock.

	/s/ Benjamin Sullivan, Attorney-in-Fact	01/07/2026
	** 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).
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FAQ

What did Diversified Energy Co (DEC) disclose in this Form 4 filing?

The filing reports that Diversified Energy Company’s President and CFO received multiple grants of restricted stock units (RSUs), including dividend-equivalent RSUs on December 31, 2025 and a new 200,000 RSU grant on January 5, 2026.

How many RSUs were granted to the Diversified Energy (DEC) executive?

The executive received additional dividend-equivalent RSUs of 687, 2,028, and 1,554 units on December 31, 2025, and a separate grant of 200,000 RSUs on January 5, 2026.

What is the vesting schedule for the new RSUs reported by DEC?

The RSUs of 687, 2,028, and 1,554 units vest on March 31, 2026, March 31, 2027, and March 31, 2028, respectively, subject to continued employment. The 200,000 RSUs granted on January 5, 2026 vest in three equal installments on the first, second, and third anniversaries of the grant date, also contingent on continued employment.

What are dividend equivalent rights on the Diversified Energy (DEC) RSUs?

The filing explains that certain RSUs represent additional units that accrued as dividend equivalent rights in connection with Diversified Energy’s $0.29 per share dividend, meaning extra RSUs are credited instead of a cash dividend on those awards.

How do the RSUs convert into Diversified Energy (DEC) common stock?

The filing states that each restricted stock unit (RSU) converts into one share of common stock of Diversified Energy Company when it vests, so vested RSUs increase the executive’s share ownership.

Did the Diversified Energy (DEC) executive pay cash for these RSUs?

No cash purchase price is shown. The Form 4 lists the price of the derivative security for these RSUs as $0, indicating they are equity awards granted as part of compensation rather than bought on the market.