Diamondback holder may sell 114.9M shares

A 10% stockholder of Diamondback Energy has filed a Rule 144 notice covering 114,899,378 merger-consideration shares of FANG common stock.

Rhea-AI Filing Summary

Diamondback Energy, Inc. (FANG) is the issuer of common stock that a significant holder, SGF FANG Holdings, has notified under Rule 144 it may sell. The notice covers 114,899,378 shares of common stock, which were issued as consideration in Diamondback’s acquisition of Endeavor Parent, LLC on September 10, 2024.

The holder is identified as a 10% stockholder, and Morgan Stanley & Co. LLC is listed in connection with the common stock, which is traded on NASDAQ.

Key Figures

Shares covered by Rule 144 notice: 114,899,378 shares Holder status: 10% stockholder Acquisition date for issued shares: September 10, 2024 +1 more

4 metrics

Shares covered by Rule 144 notice 114,899,378 shares Securities To Be Sold section for Diamondback Energy common stock

Holder status 10% stockholder SGF FANG Holdings identified as a 10% stockholder

Acquisition date for issued shares September 10, 2024 Date shares were issued as consideration for the acquisition of Endeavor Parent, LLC

Trading market NASDAQ Listing market for Diamondback Energy common stock referenced in the notice

Key Terms

Rule 144, 10% Stockholder, Securities To Be Sold, Merger consideration (equity), +1 more

5 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

10% Stockholder financial

"In addition, information shall be given as to sales by all persons ... 10% Stockholder"

Securities To Be Sold financial

"144: Securities To Be Sold Common Stock, $0.01 par value | 09/10/2024"

Merger consideration (equity) financial

"| 114899378 | 09/10/2024 | Merger consideration (equity)"

Common Stock, $0.01 par value financial

"144: Securities Information Common Stock, $0.01 par value | Morgan Stanley"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing disclose for Diamondback Energy (FANG)?

The filing discloses that SGF FANG Holdings, a 10% stockholder of Diamondback Energy, has filed a Rule 144 notice covering the potential sale of 114,899,378 shares of Diamondback common stock.

How many Diamondback Energy (FANG) shares are covered by this Rule 144 notice?

The Rule 144 notice covers 114,899,378 shares of Diamondback Energy common stock. These shares are listed under the “Securities To Be Sold” section of the notice.

Who is selling shares of Diamondback Energy (FANG) under this Form 144?

The potential seller is SGF FANG Holdings, identified in the notice as a 10% stockholder of Diamondback Energy, Inc.

How did SGF FANG Holdings acquire the Diamondback Energy (FANG) shares?

The 114,899,378 shares were issued as consideration for the acquisition of Endeavor Parent, LLC, described in the notice as “Merger consideration (equity)” dated September 10, 2024.

On which market is Diamondback Energy (FANG) common stock listed in this filing?

The notice identifies Diamondback Energy’s common stock as traded on NASDAQ, in connection with the common stock described in the Rule 144 filing.

Which broker is associated with the Diamondback Energy (FANG) shares in this Form 144?

The filing lists Morgan Stanley & Co. LLC, located at 1585 Broadway, New York, NY, in connection with the common stock reported in the Rule 144 notice.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 02:04 PM Accepted by SEC EDGAR 09/16/2026 - 02:03 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0002080063
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Diamondback Energy, Inc.
SEC File Number	001-35700
Address of Issuer	500 West Texas Ave., Suite 100 Midland TEXAS 79701
Phone	432-221-7400
Name of Person for Whose Account the Securities are To Be Sold	SGF FANG Holdings, LP
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	10% Stockholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock, $0.01 par value	Morgan Stanley & Co. LLC 1585 Broadway New York NY 10036	9079675	1920623653	280024353	09/16/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock, $0.01 par value	09/10/2024	Shares issued as consideration for the acquisition of Endeavor Parent, LLC	Diamondback Energy, Inc.			114899378	09/10/2024	Merger consideration (equity)

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	09/16/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	Kevin T. Keen, Attorney in fact
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)