Major FANG holder SGF FANG sells 1M shares to Diamondback (NASDAQ: FANG)

Rhea-AI Filing Summary

Diamondback Energy, Inc. reported an insider transaction involving a major shareholder. On March 4, 2026, SGF FANG Holdings, LP, a ten percent owner, sold 1,000,000 shares of common stock to the company at the Nasdaq closing price of $176.71 per share.

Following this sale, SGF FANG Holdings, LP held 96,686,727 shares of common stock. The filing notes that Mrs. Greth is the ultimate beneficial owner of the shares held of record by SGF FANG and indirectly controls SGF Capital LLC, its general partner.

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
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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^*

SGF FANG Holdings, LP

(Last) (First) (Middle)

C/O SGF CAPITAL LLC, KEVIN T. KEEN

8111 DOUGLAS AVE., SUITE 1200

(Street)

DALLAS TX 75225

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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

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

	Form filed by One Reporting Person
X	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
Common Stock	03/04/2026		S(1)		1,000,000	D	$176.71	96,686,727	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 TX 75225

(City) (State) (Zip)

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 TX 75225

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Pursuant to a letter agreement, dated November 28, 2025, by and between Diamondback Energy, Inc., a Delaware corporation (the "Company"), and SGF FANG Holdings, LP, a Delaware limited partnership ("SGF FANG"), SGF FANG sold 1,000,000 shares of common stock to the Company on March 4, 2026 at the March 4, 2026 closing price of the common stock on Nasdaq. Mrs. Greth is the ultimate beneficial owner of the shares held of record by SGF FANG and indirectly controls SGF Capital LLC, its general partner.

	/s/ Kevin T. Keen, Attorney in fact	03/05/2026
	** 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).
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FAQ

What insider transaction did SGF FANG Holdings report for Diamondback Energy (FANG)?

SGF FANG Holdings, LP reported selling 1,000,000 shares of Diamondback Energy common stock on March 4, 2026. The shares were sold directly to the company at the Nasdaq closing price that day.

At what price were the Diamondback Energy (FANG) shares sold in the Form 4 filing?

The 1,000,000 Diamondback Energy common shares were sold at a price of $176.71 per share. This price reflects the March 4, 2026 closing price of the company’s common stock on Nasdaq.

How many Diamondback Energy (FANG) shares did SGF FANG Holdings own after the sale?

After selling 1,000,000 shares, SGF FANG Holdings, LP held 96,686,727 shares of Diamondback Energy common stock. This post-transaction share balance is disclosed directly in the Form 4 filing data.

Who is the ultimate beneficial owner of SGF FANG Holdings’ Diamondback Energy (FANG) shares?

The filing states that Mrs. Greth is the ultimate beneficial owner of the shares held of record by SGF FANG Holdings, LP. She also indirectly controls SGF Capital LLC, the general partner of SGF FANG.

Was the Diamondback Energy (FANG) Form 4 transaction an open-market trade?

No. Although coded as a sale, the Form 4 explains SGF FANG sold 1,000,000 shares of Diamondback Energy common stock directly to the company, under a letter agreement dated November 28, 2025, at the Nasdaq closing price.

What agreement governed the insider share sale reported for Diamondback Energy (FANG)?

The sale was carried out under a letter agreement dated November 28, 2025, between Diamondback Energy, Inc. and SGF FANG Holdings, LP. Under this agreement, SGF FANG sold 1,000,000 shares to the company on March 4, 2026.