Diamondback Energy (FANG) holder SGF FANG Holdings sells 10M shares

Rhea-AI Filing Summary

SGF FANG Holdings, LP, a ten percent owner of Diamondback Energy, Inc., reported an open-market sale of 10,000,000 shares of common stock on June 4, 2026 at a price of $204.25 per share. After this transaction, SGF FANG Holdings directly held 74,036,722 shares of Diamondback Energy common stock. The sale was made pursuant to Rule 144 under the Securities Act of 1933, which governs resales of restricted and control securities.

Insights

Equity ownership and insider-transactions analyst

Large shareholder executes sizable Rule 144 sale but retains substantial position.

SGF FANG Holdings, LP, identified as a ten percent owner of Diamondback Energy, Inc., completed an open-market sale of 10,000,000 common shares at $204.25 per share. The transaction was reported as a standard open-market sale rather than an option exercise or tax-related event.

Following the sale, SGF FANG Holdings still directly holds 74,036,722 Diamondback shares, indicating that while the transaction is sizable in absolute terms, it represents a partial reduction rather than an exit. No derivative positions are listed in the filing, so the visible exposure is entirely in common stock.

The footnote states the sale was effected pursuant to Rule 144 under the Securities Act of 1933, which is a common framework for resales by affiliates and large holders. The filing does not indicate use of a Rule 10b5-1 trading plan, so timing is best interpreted simply as a discretionary sale by a major holder.

Insider Trade Summary

Net Seller: 10,000,000 shares ($2,042,500,000)

Net Sell 1 txn

Insider SGF FANG Holdings, LP, Greth Lyndal

Role null | null

Sold 10,000,000 shs ($2.04B)

Type	Security	Shares	Price	Value
Sale	Common Stock	10,000,000	$204.25	$2.04B

Holdings After Transaction: Common Stock — 74,036,722 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 10,000,000 shares Sale price per share: $204.25 per share Shares held after transaction: 74,036,722 shares +2 more

5 metrics

Shares sold 10,000,000 shares Open-market sale of Diamondback Energy common stock on June 4, 2026

Sale price per share $204.25 per share Price for the 10,000,000-share sale on June 4, 2026

Shares held after transaction 74,036,722 shares Direct holdings of SGF FANG Holdings following the sale

Transaction code S (Sale) Non-derivative open-market or private sale of common stock

Net buy/sell shares 10,000,000 shares sold Net share change from transactionSummary (net-sell)

Key Terms

Rule 144, ten percent owner, open-market sale, non-derivative, +1 more

5 terms

Rule 144 regulatory

"sold 10,000,000 shares of common stock ... pursuant to Rule 144 under the Securities Act of 1933"

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.

ten percent owner regulatory

"SGF FANG Holdings, LP is marked as a ten percent owner of the issuer"

open-market sale financial

"transaction_action is described as an open-market sale of common stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

non-derivative financial

"transaction_type is listed as non-derivative for the common stock sale"

common stock financial

"sold 10,000,000 shares of common stock of Diamondback Energy, Inc."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

SGF FANG Holdings, LP

(Last) (First) (Middle)

C/O SGF CAPITAL LLC, KEVIN T. KEEN

8111 DOUGLAS AVE., SUITE 1200

(Street)

DALLAS TEXAS 75225

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Diamondback Energy, Inc. [ FANG ]

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

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026

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

	Form filed by One Reporting Person
X	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	06/04/2026		S(1)		10,000,000	D	$204.25	74,036,722	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

1. Name and Address of Reporting Person^*

SGF FANG Holdings, LP

(Last) (First) (Middle)

C/O SGF CAPITAL LLC, KEVIN T. KEEN

8111 DOUGLAS AVE., SUITE 1200

(Street)

DALLAS TEXAS 75225

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Greth Lyndal

(Last) (First) (Middle)

C/O SGF CAPITAL LLC, KEVIN T. KEEN

8111 DOUGLAS AVENUE, SUITE 1200

(Street)

DALLAS TEXAS 75225

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On June 4, 2026, SGF FANG Holdings, LP, a Delaware limited partnership, sold 10,000,000 shares of common stock of Diamondback Energy, Inc., par value $0.01 per share, pursuant to Rule 144 under the Securities Act of 1933, as amended.

	/s/ Kevin T. Keen, Attorney in fact	06/05/2026
	** 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 transaction did SGF FANG Holdings report for Diamondback Energy (FANG)?

SGF FANG Holdings, LP reported selling 10,000,000 shares of Diamondback Energy common stock in an open-market transaction. The sale occurred on June 4, 2026, and was executed at a price of $204.25 per share under Rule 144 resale provisions.

What is the size of SGF FANG Holdings’ remaining Diamondback Energy (FANG) stake after the sale?

After selling 10,000,000 shares, SGF FANG Holdings, LP directly holds 74,036,722 shares of Diamondback Energy common stock. This indicates the entity remains a major shareholder even after the reported open-market disposition of shares on June 4, 2026.

At what price did SGF FANG Holdings sell Diamondback Energy (FANG) shares?

The reported sale price for the Diamondback Energy common stock was $204.25 per share. All 10,000,000 shares in the June 4, 2026 open-market transaction were indicated at this price in the Form 4 insider trading disclosure.

Was the Diamondback Energy (FANG) insider sale made under Rule 144?

Yes. The footnote explains that the 10,000,000-share sale by SGF FANG Holdings, LP was conducted pursuant to Rule 144 under the Securities Act of 1933, which governs resales of restricted and control securities by affiliates.

Who is identified as the selling insider in this Diamondback Energy (FANG) Form 4?

The Form 4 attributes the sale to SGF FANG Holdings, LP, a Delaware limited partnership and ten percent owner of Diamondback Energy. Greth Lyndal is also listed as a reporting person, but the footnote specifies that SGF FANG Holdings executed the 10,000,000-share sale.

Does the Diamondback Energy (FANG) Form 4 show any options or derivative exercises?

No derivative transactions are reported in this Form 4. The filing lists only a non-derivative open-market sale of 10,000,000 common shares by SGF FANG Holdings, with no options, warrants, or other derivatives shown in the derivative transaction summary.