SGF FANG keeps 34.1% Diamondback Energy (FANG) stake amid 2M-share buyback

Rhea-AI Filing Summary

SGF FANG Holdings and Lyndal Greth filed Amendment No. 4 updating their large ownership position in Diamondback Energy, Inc. common stock. They report beneficial ownership of 97,686,727 shares, representing 34.1% of the common stock, based on 286,525,614 shares outstanding as of October 31, 2025.

The amendment also describes a repurchase agreement under which Diamondback Energy agreed to buy back 1,000,000 shares from SGF FANG on February 3, 2026 at $162.88 per share and another 1,000,000 shares on February 4, 2026 at $168.99 per share.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Diamondback Energy, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

25278X109

(CUSIP Number)

Hillary H. Holmes
Gibson, Dunn & Crutcher LLP, 811 Main Street, Suite 3000
Houston, TX, 77002
(346) 718-6600

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/03/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 25278X109

1

Name of reporting person

SGF FANG Holdings, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 97,686,727.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 97,686,727.00

11

Aggregate amount beneficially owned by each reporting person

97,686,727.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

34.1 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Note to Row 13: Based upon 286,525,614 shares of Company Common Stock outstanding as of October 31, 2025, as disclosed by the Company in its Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on November 5, 2025.

SCHEDULE 13D

CUSIP No. 25278X109

1

Name of reporting person

Greth Lyndal

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 97,686,727.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 97,686,727.00

11

Aggregate amount beneficially owned by each reporting person

97,686,727.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

34.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note to Row 13: Based upon 286,525,614 shares of Company Common Stock outstanding as of October 31, 2025, as disclosed by the Company in its Form 10-Q filed with the SEC on November 5, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: Diamondback Energy, Inc.
(c)	Address of Issuer's Principal Executive Offices: 500 WEST TEXAS AVE., SUITE 1200, MIDLAND, TEXAS , 79701.
Item 1 Comment: This Amendment No. 4 amends and supplements the statement on Schedule 13D originally filed with the SEC on September 13, 2024, as amended on September 24, 2024, August 15, 2025, and December 2, 2025 (the "Schedule 13D"), by the Reporting Persons with respect to shares of Company Common Stock. Unless otherwise defined herein, capitalized terms used in this Amendment No. 4 shall have the meanings ascribed to them in the Schedule 13D. Unless amended or supplemented below, the information in the Schedule 13D remains unchanged.
Item 2.	Identity and Background
(b)	Item 2(b) is hereby amended and restated in full. The principal business address of each Reporting Person is C/O SGF Capital LLC, 8111 Douglas Avenue, Suite 1200, Dallas, Texas 75225.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented to add the following: Pursuant to the Repurchase Agreement, on February 3, 2026, the Company agreed to repurchase 1,000,000 shares of Company Common Stock held by SGF FANG at the most recent NASDAQ closing price of $162.88 per share, and on February 4, 2026, the Company agreed to repurchase 1,000,000 shares of Company Common Stock held by SGF FANG at the most recent NASDAQ closing price of $168.99 per share.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated in full. The information contained on the cover pages and Item 2 to this Schedule 13D is incorporated herein by reference.
(b)	Item 5(b) is hereby amended and restated in full. The information contained on the cover pages and Item 2 to this Schedule 13D is incorporated herein by reference.
(c)	Item 5(c) is hereby amended and supplemented to add the information set forth in Item 4 of this Schedule 13D.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended and supplemented to add the information set forth in Item 4 of this Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

SGF FANG Holdings, LP

Signature:	/s/ Kevin T. Keen
Name/Title:	Kevin T. Keen/Attorney-in-fact
Date:	02/05/2026

Greth Lyndal

Signature:	/s/ Kevin T. Keen
Name/Title:	Kevin T. Keen/Attorney-in-fact
Date:	02/05/2026

FAQ

How many Diamondback Energy (FANG) shares do SGF FANG Holdings and Lyndal Greth report owning?

They report beneficial ownership of 97,686,727 shares of Diamondback Energy common stock. This represents 34.1% of the company’s common stock, based on 286,525,614 shares outstanding as of October 31, 2025 as disclosed in Diamondback’s Form 10-Q.

What percentage of Diamondback Energy (FANG) does the reporting group control?

The reporting persons state beneficial ownership of 34.1% of Diamondback Energy’s common stock. This percentage is calculated using 286,525,614 shares outstanding as of October 31, 2025, a figure taken from Diamondback’s Form 10-Q filed on November 5, 2025 with the SEC.

What stock repurchase transactions involving SGF FANG and Diamondback Energy (FANG) are disclosed?

The filing describes a repurchase agreement where Diamondback Energy agreed to repurchase 1,000,000 shares on February 3, 2026 at $162.88 per share and another 1,000,000 shares on February 4, 2026 at $168.99 per share, all from SGF FANG.

Who are the reporting persons in this Diamondback Energy (FANG) beneficial ownership filing?

The reporting persons are SGF FANG Holdings, a Delaware entity, and Lyndal Greth, a United States individual. Both report shared voting and shared dispositive power over 97,686,727 Diamondback Energy common shares, with no sole voting or dispositive power reported.

What voting and dispositive powers do SGF FANG Holdings and Lyndal Greth report over Diamondback Energy (FANG) shares?

Each reporting person discloses 0 shares with sole voting power and 97,686,727 shares with shared voting power. They also report 0 shares with sole dispositive power and 97,686,727 shares with shared dispositive power over Diamondback Energy common stock.

What address do the reporting persons list for their principal business in the Diamondback Energy (FANG) filing?

The principal business address for each reporting person is updated to C/O SGF Capital LLC, 8111 Douglas Avenue, Suite 1200, Dallas, Texas 75225. This replaces the prior address and is presented as a full restatement of the relevant identity and background item.

What security is covered by this large ownership filing related to Diamondback Energy (FANG)?

The filing covers common stock of Diamondback Energy, Inc., with a par value of $0.01 per share. The security is identified as the company’s common stock, and the issuer’s principal executive offices are listed at 500 West Texas Ave., Suite 1200, Midland, Texas 79701.