Diamondback director granted 982 RSUs in FANG stock

HOLDERNESS DARIN G reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

HOLDERNESS DARIN G reported acquisition or exercise transactions in this Form 4 filing.

Diamondback Energy, Inc. director Darin G. Holderness received an equity grant of 982 restricted stock units of common stock as compensation. Each unit represents the right to receive one share of common stock. Following this award, he holds 2,798 shares of common stock directly.

The restricted stock units were granted as an annual non-employee director grant under the company’s equity incentive plan and will vest on the earlier of the one-year anniversary of the grant date and the date of the company’s 2027 annual meeting of stockholders.

Insider Trade Summary

Grant/Award: 982 shares

Grant/Award 1 txn

Insider HOLDERNESS DARIN G

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	982	$0.00	$0.00

Holdings After Transaction: Common Stock — 2,798 shares (Direct)

Footnotes (1)

1. F1. These securities are restricted stock units, each representing a contingent right to receive one share of common stock, par value $0.01 per share, of the issuer. These restricted stock units were granted to Mr. Holderness as an annual non-employee director grant under the issuer's equity incentive plan and will vest on the earlier of the one-year anniversary of the date of grant and the date of the 2027 annual meeting of stockholders of the issuer.

Key Figures

RSU grant size: 982 restricted stock units Grant price: $0.00 per share Shares owned after grant: 2,798 shares +1 more

4 metrics

RSU grant size 982 restricted stock units Annual non-employee director grant of common stock units

Grant price $0.00 per share Compensation award, not an open-market purchase

Shares owned after grant 2,798 shares Total common stock beneficially owned directly after transaction

Vesting condition Earlier of one-year anniversary or 2027 meeting RSUs vest by the earlier of these two specified dates

Key Terms

restricted stock units, equity incentive plan, non-employee director, annual meeting of stockholders

4 terms

restricted stock units financial

"These securities are restricted stock units, each representing a contingent right"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

equity incentive plan financial

"granted to Mr. Holderness as an annual non-employee director grant under the issuer's equity incentive plan"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

non-employee director financial

"granted to Mr. Holderness as an annual non-employee director grant"

annual meeting of stockholders financial

"will vest on the earlier of the one-year anniversary of the date of grant and the date of the 2027 annual meeting of stockholders"

FAQ

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

What did Diamondback Energy (FANG) director Darin Holderness receive in this Form 4?

Director Darin G. Holderness received 982 restricted stock units of Diamondback Energy common stock as an annual non-employee director grant. This equity award is part of his board compensation and represents future shares, subject to vesting conditions described in the filing.

How many Diamondback Energy (FANG) shares does Darin Holderness own after this transaction?

After the grant of 982 restricted stock units, Darin Holderness is reported to beneficially own 2,798 shares of Diamondback Energy common stock directly. This figure reflects his holdings following the equity award disclosed in the Form 4 filing.

What are the vesting terms of the restricted stock units granted to the FANG director?

The restricted stock units vest on the earlier of the one-year anniversary of the grant date and the date of Diamondback Energy’s 2027 annual meeting of stockholders. Vesting must occur before Mr. Holderness receives actual shares of common stock.

Are the Diamondback Energy (FANG) restricted stock units a cash purchase by the director?

No, the restricted stock units were granted at a price of $0.00 per share as compensation, not purchased in the open market. They are part of the company’s equity incentive plan for non-employee directors and represent a stock-based award.

What does each restricted stock unit represent for Diamondback Energy (FANG)?

Each restricted stock unit represents a contingent right to receive one share of Diamondback Energy common stock, par value $0.01 per share. The units convert into actual shares only after the vesting conditions outlined in the director’s grant are satisfied.

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

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Accepted by SEC EDGAR 05/21/2026 - 05:57 PM Learn about SEC filing dates

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^*

HOLDERNESS DARIN G

(Last) (First) (Middle)

500 WEST TEXAS AVENUE

SUITE 100

(Street)

MIDLAND TEXAS 79701

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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	05/20/2026		A		982(1)	A	$0	2,798	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

Explanation of Responses:

1. These securities are restricted stock units, each representing a contingent right to receive one share of common stock, par value $0.01 per share, of the issuer. These restricted stock units were granted to Mr. Holderness as an annual non-employee director grant under the issuer's equity incentive plan and will vest on the earlier of the one-year anniversary of the date of grant and the date of the 2027 annual meeting of stockholders of the issuer.

Remarks:

	/s/ Matt Zmigrosky, as attorney-in-fact for Darin G. Holderness	05/21/2026
	** 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)