Welcome to our dedicated page for Viper Energy SEC filings (Ticker: VNOM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Viper Energy, Inc. filings document material-event reports, proxy materials, and security disclosures for a Nasdaq-listed Class A common stock issuer that owns and acquires oil and natural gas mineral and royalty interests. Form 8-K reports record operating and financial results, base and variable cash dividends, share repurchase activity, debt and capital-allocation updates, and public-offering agreements involving selling stockholders.
Its filings also describe governance and shareholder voting matters, executive officer and compensation arrangements, the Services and Secondment Agreement through which Diamondback-related entities provide personnel and administrative services, and capital-structure items involving Class A common stock, Class B shares paired with OpCo units, and VNOM Holding Company LLC.
Viper Energy, Inc. invites stockholders to its Annual Meeting on May 19, 2026 and has delivered proxy materials and its 2025 Annual Report on Form 10-K electronically. Recent corporate actions highlighted in the proxy include the 2025 Drop Down (consideration of $873 million cash plus 69,626,640 OpCo Units and equivalent Class B shares), the Sitio Acquisition (an all‑equity transaction valued at approximately $4.0 billion adding about 25,300 net Permian royalty acres), and a 2025 Equity Offering of 28,336,000 Class A shares at $44.50 per share raising net proceeds of approximately $1.2 billion. The proxy also discloses a February 9, 2026 divestiture of non‑Permian assets for net cash proceeds of approximately $617 million, declared dividends of $2.20 per Class A share for 2025, and a year‑end 2025 proved reserves increase of 107% to 406,035 MBOE. The board recommends votes FOR all proposals, including election of eight directors and approval of certain charter amendments.
Viper Energy Inc: Amendment to a Schedule 13G/A shows The Vanguard Group reports 0 shares beneficially owned of Common Stock following an internal realignment effective January 12, 2026. The filing states certain Vanguard subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538. The filing is signed by a Vanguard fund administration officer.
Diamondback Energy, Inc., a major holder of Viper Energy, Inc., converted 510,071 shares of Class B Common Stock and an equal number of Operating Company Units into 510,071 shares of Class A Common Stock at a conversion price of $0.00 per share. The filing also reports an open-market sale of 510,071 Class A shares at $45.69 per share. Following these transactions, the report shows 510,071 Class A shares held directly, while footnote disclosure explains that each Class B share plus one Operating Company Unit can be redeemed for one Class A share. The filing further lists large indirect derivative positions equivalent to 8,066,528 and 69,626,640 underlying Class A shares held through Diamondback E&P LLC and Endeavor Energy Resources, L.P.
Viper Energy, Inc. shareholder Diamondback Energy, Inc. has updated its ownership disclosure in an Amendment No. 2 to Schedule 13D. Diamondback reports beneficial ownership of 142,156,718 shares of Viper’s Class A Common Stock, representing 42.3% of the 194,114,585 shares outstanding as of March 4, 2026.
Affiliates Diamondback E&P LLC and Endeavor Energy Resources, L.P. report beneficial ownership of 8,066,528 shares (4.0%) and 69,626,640 shares (26.4%), respectively, all with sole voting and dispositive power. On March 19, 2026, underwriters partially exercised their overallotment option to purchase 510,071 Class A shares from Diamondback at $45.69 per share.
Viper Energy, Inc. filed a shelf registration (Form S-3) to register multiple classes of securities. The shelf prospectus dated March 9, 2026 covers Class A Common Stock, Preferred Stock, Warrants, guarantees of debt securities and debt securities of Viper Energy Partners LP and permits offerings from time to time after the effective date.
Each issuance will be described in a prospectus supplement that will state the specific amounts, prices and terms. The prospectus discloses that Class A and Class B common shares outstanding were 194,133,780 and 165,781,570, respectively, as of March 5, 2026.
Diamondback Energy, Inc., a 10% owner of Viper Energy, Inc., reported a series of transactions on March 4, 2026. It converted 12,391,304 shares of Class B Common Stock and an equal number of Operating Company Units into 12,391,304 shares of Class A Common Stock at a stated price of $0.00 per share in a derivative conversion.
On the same date, Diamondback then completed an open-market or private sale of 12,391,304 Class A shares at $45.69 per share. Following these transactions, Diamondback reported direct and indirect holdings, including Class B Common Stock and Operating Company Units held through Diamondback E&P LLC and Endeavor Energy Resources, L.P., which are redeemable together into Class A shares under Viper’s LLC agreement.
Diamondback Energy amended its ownership filing for Viper Energy to reflect a March 2026 secondary share sale and updated structure. Diamondback agreed to sell 12,391,304 Viper Class A shares at $45.69 per share, with underwriters holding a 30-day option for up to 2,163,958 additional shares.
After the transaction, Diamondback beneficially owned 142,666,789 shares of Class A common stock, or 42.4% of the class, based on 194,114,585 shares outstanding as of March 4, 2026. Its subsidiaries Diamondback E&P and Endeavor held additional exchangeable Class B shares and New OpCo units under a new LLC agreement that permits one-for-one exchanges into Class A shares or, in some cases, cash redemptions.
Viper Energy, Inc. reported that existing investors completed a secondary public offering of 17,391,304 shares of its Class A common stock at $45.90 per share, with an additional 2,608,696 shares available to underwriters under an option. The gross proceeds of approximately $798 million go to the selling stockholders, and Viper does not receive any of the sale proceeds. Viper, the selling stockholders and the underwriters entered into an underwriting agreement that includes standard indemnification provisions and 30-day restrictions on additional equity sales, subject to exceptions.
Separately, VNOM Holding Company LLC, a consolidated subsidiary of Viper, repurchased 1,000,000 OpCo units from Oaktree affiliates at a price equivalent to the secondary offering price, and a corresponding number of Class B common shares held by Oaktree were cancelled. This transaction was executed under Viper’s existing $1.75 billion repurchase program, under which Viper has also repurchased 417,516 Class A shares since December 31, 2025 for a total of $15.6 million, leaving about $1.23 billion available.
Viper Energy, Inc. is registering the resale of 17,391,304 shares of Class A common stock by selling stockholders. The selling stockholders will receive the proceeds; the company will not receive any proceeds from these sales.
As disclosed, the underwriters have a 30‑day option to purchase an additional 2,608,696 shares to cover over‑allotments. In connection with the offering, the operating company (OpCo) has agreed to purchase 1,000,000 OpCo Units from affiliates of Oaktree at the same per‑unit price, for a total payment of approximately $45.7 million, and the corresponding Class B shares held by Oaktree will be cancelled. The Concurrent OpCo Unit Purchase is conditioned on the closing of this offering. Shares are expected to deliver on or about March 4, 2026.