Viper Energy (VNOM) president awarded RSUs, shares withheld for taxes

Rhea-AI Filing Summary

Viper Energy, Inc. President Austen Gilfillian reported equity compensation and related tax-withholding transactions in Class A Common Stock. He received a grant of 12,302 restricted stock units, each representing one share of Class A Common Stock, at a price of $0.00 per unit. These units were granted under the company’s equity incentive plan and will vest in three equal installments beginning on March 1, 2026.

On the same date, the company withheld 829, 2,645, 1,421 and 1,614 shares of Class A Common Stock at $46.54 per share to cover tax withholding obligations tied to the vesting and settlement of earlier time-based restricted stock unit grants. Following these award and withholding entries, Gilfillian directly held 49,268 shares of Class A Common Stock.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Gilfillian Austen

Role President

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	12,302	$0.00	--
Tax Withholding	Class A Common Stock	829	$46.54	$39K
Tax Withholding	Class A Common Stock	2,645	$46.54	$123K
Tax Withholding	Class A Common Stock	1,421	$46.54	$66K
Tax Withholding	Class A Common Stock	1,614	$46.54	$75K

Holdings After Transaction: Class A Common Stock — 55,777 shares (Direct)

Footnotes (1)

1. These securities are restricted stock units, each representing a contingent right to receive one share of Class A Common Stock, par value $0.000001 per share, of the issuer. These restricted stock units were granted under the issuer's equity incentive plan and will vest in three equal installments beginning on March 1, 2026. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the third tranche of the time-based restricted stock units granted to the reporting person on March 1, 2024. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the second tranche of the time-based restricted stock units granted to the reporting person on December 20, 2024. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the second tranche of the time-based restricted stock units granted to the reporting person on March 1, 2025. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the first tranche of the time-based restricted stock units granted to the reporting person on March 1, 2026. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026.

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^*

Gilfillian Austen

(Last) (First) (Middle)

500 WEST TEXAS AVENUE

SUITE 100

(Street)

MIDLAND TX 79701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Viper Energy, Inc. [ VNOM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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

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

X	Form filed by One Reporting Person
	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
Class A Common Stock	03/01/2026		A		12,302(1)	A	$0	55,777	D
Class A Common Stock	03/01/2026		F		829(2)	D	$46.54	54,948	D
Class A Common Stock	03/01/2026		F		2,645(3)	D	$46.54	52,303	D
Class A Common Stock	03/01/2026		F		1,421(4)	D	$46.54	50,882	D
Class A Common Stock	03/01/2026		F		1,614(5)	D	$46.54	49,268	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 Class A Common Stock, par value $0.000001 per share, of the issuer. These restricted stock units were granted under the issuer's equity incentive plan and will vest in three equal installments beginning on March 1, 2026.

2. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the third tranche of the time-based restricted stock units granted to the reporting person on March 1, 2024. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026.

3. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the second tranche of the time-based restricted stock units granted to the reporting person on December 20, 2024. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026.

4. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the second tranche of the time-based restricted stock units granted to the reporting person on March 1, 2025. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026.

5. The issuer withheld shares of Class A Common Stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the first tranche of the time-based restricted stock units granted to the reporting person on March 1, 2026. The number of shares of Class A Common Stock withheld was determined based on the closing price per share of the issuer's Class A Common Stock on February 27, 2026.

Remarks:

Exhibit List: Exhibit 24.1 - Limited Power of Attorney

	/s/ William F. Krueger, as attorney-in-fact for Austen Gilfillian	03/03/2026
	** 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.

FAQ

What insider transactions did Viper Energy (VNOM) President Austen Gilfillian report?

Austen Gilfillian reported a grant of 12,302 restricted stock units and several share withholdings. The withholdings covered tax obligations from vesting tranches of prior equity awards, all involving Viper Energy Class A Common Stock on March 1, 2026.

How many Viper Energy (VNOM) shares were granted to the president in this Form 4?

The filing shows a grant of 12,302 restricted stock units, each representing one Viper Energy Class A Common share. These units were issued at no cost under the company’s equity incentive plan and are scheduled to vest in three equal installments beginning March 1, 2026.

What do the share withholdings at $46.54 in the Viper Energy (VNOM) Form 4 represent?

The withholdings of 829, 2,645, 1,421 and 1,614 shares at $46.54 per share represent tax-withholding dispositions. Viper Energy retained these shares to satisfy tax obligations arising from the March 1, 2026 vesting of multiple time-based restricted stock unit tranches previously granted to the president.

How many Viper Energy (VNOM) shares does the president own after these transactions?

After the reported grant and tax-withholding dispositions, Austen Gilfillian directly owns 49,268 shares of Viper Energy Class A Common Stock. This figure reflects his updated direct holding following the March 1, 2026 equity compensation and related withholding entries.

Were any open-market purchases or sales reported in this Viper Energy (VNOM) Form 4?

The Form 4 reflects an equity award and tax-withholding dispositions, not open-market trades. The dispositions are coded “F,” indicating shares withheld by Viper Energy to cover tax liabilities associated with vesting restricted stock units, rather than discretionary buying or selling on the market.

What is the vesting schedule for the new restricted stock units reported by Viper Energy (VNOM)?

The 12,302 restricted stock units granted to the president will vest in three equal installments. Vesting begins on March 1, 2026, with one-third of the units vesting each year according to the equity incentive plan’s time-based schedule.