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. announced a leadership change in its legal function. Effective February 18, 2026, Will Krueger, previously Vice President – Legal, has been promoted to Vice President, General Counsel and Secretary.
Krueger remains an employee of Diamondback E&P LLC, a subsidiary of Diamondback Energy, Inc., and will continue to provide services to Viper under an existing Services and Secondment Agreement dated November 2, 2023. He will continue reporting to Matt Zmigrosky, Executive Vice President, Chief Legal and Administrative Officer and Secretary of Diamondback, who is stepping down from his role as Viper’s Executive Vice President, General Counsel and Secretary to facilitate Krueger’s promotion.
Viper Energy, Inc. received an updated ownership report showing that Capital World Investors beneficially owns 18,753,294 shares of its common stock, representing 11.1% of the class. These shares are part of 168,430,982 shares believed to be outstanding.
Capital World Investors has sole power to vote and dispose of all 18,753,294 shares and no shared voting or dispositive power. The filer states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Viper Energy.
Kimmeridge Energy Management Company, LLC filed a Schedule 13G reporting beneficial ownership of 16,743,352 shares of Viper Energy, Inc. Class A common stock. This position represents 9.1% of the outstanding Class A shares, based on 167,858,274 shares outstanding and assuming exchange of the Class B shares and New OpCo Units it holds into Class A shares.
The filing describes Kimmeridge as a Delaware limited liability company and investment adviser to certain funds that directly hold the securities or securities exchangeable into Class A shares. KMF DPM HoldCo, a Kimmeridge fund, has the right to receive dividends or sale proceeds for more than 5% of the Class A shares. Kimmeridge certifies the holdings were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Viper Energy.
Viper Energy (VNOM) reported Q3 2025 results marked by acquisition-driven growth and a non-cash impairment. Royalty income was $393 million on total operating income of $418 million. A $360 million full cost ceiling test impairment and higher depletion and taxes pushed operating results to a loss, with net loss attributable to Viper Energy, Inc. of $77 million for the quarter.
The company closed the all‑equity Sitio Acquisition valued at approximately $4.0 billion on August 19, 2025, issuing 38,536,236 Class A shares and 33,619,951 Class B shares with matching OpCo Units. Total assets rose to $13,688 million from $5,069 million at year‑end. Long‑term debt increased to $2,241 million, supported by proceeds from $1,600 million of Guaranteed Senior Notes and a $500 million term loan year‑to‑date. Net cash provided by operating activities reached $654 million for the nine months. Earlier in 2025, Viper completed the $873 million Endeavor drop down (cash plus OpCo Units and Class B) and the $208 million Morita Ranches acquisition. On October 30, 2025, Viper signed an agreement to divest non‑Permian assets acquired from Sitio.
Viper Energy, Inc. (VNOM) furnished an update under Item 2.02, stating it issued a press release reporting financial and operating results for the third quarter ended September 30, 2025. The company also announced its third-quarter 2025 base and variable cash dividends and the divestiture of its non-Permian assets.
The press release, dated November 3, 2025 and filed as Exhibit 99.1, contains the detailed results and transaction information.
Viper Energy, Inc. and Viper Energy Partners LLC filed a post‑effective amendment to their Form S‑3 to update the shelf following the Sitio merger. The filing removes Old Viper (VNOM Sub, Inc.) as a co‑registrant and withdraws Old Viper’s guarantees of Viper Opco’s debt securities for any future issuances under the shelf.
The amendment does not affect existing guarantees on Viper Opco’s 4.900% Senior Notes due 2030 and 5.700% Senior Notes due 2035. No additional securities are being registered, and the base prospectus remains unchanged. All applicable fees were paid with the original registration.
Austen Gilfillian, President and reporting person of Viper Energy, Inc. (VNOM), reported withholding 1,738 shares of Class A common stock to satisfy tax withholding on vested restricted stock units that settled on 10/01/2025. The withheld shares represent 730 shares from the third tranche granted on 3/11/2022 and 1,008 shares from the second tranche granted on 3/02/2023, with the withholding price based on the closing share price on 9/30/2025 of $38.22 per share. The Form 4 is signed by an attorney-in-fact on behalf of Mr. Gilfillian on 10/02/2025.
The Vanguard Group reported beneficial ownership of 17,023,862 shares of Viper Energy Inc (CUSIP 64361Q101), representing 10.08% of the outstanding common stock. Vanguard discloses it has sole dispositive power over 15,817,787 shares and shared dispositive power over 1,206,075 shares, with shared voting power for 1,018,550 shares and no sole voting power. The filing states these holdings are held in the ordinary course of business and not for the purpose of changing or influencing control.
Diamondback and its subsidiaries report substantial ownership and related agreements following Viper Energy's Sitio acquisition. Diamondback, Diamondback E&P and Endeavor together hold equity interests comprised of Class B common stock and corresponding OpCo units that are exchangeable one-for-one for Class A common stock. As of August 19, 2025, Diamondback beneficially owned 155,058,093 shares (47.8% of Class A outstanding), Diamondback E&P owned 8,066,528 shares (4.5%) and Endeavor owned 69,626,640 shares (29.1%), based on 169,518,801 Class A shares outstanding. The positions arose in connection with an all-equity Sitio acquisition effected under a merger agreement. Related agreements assigned to the issuer include a Services and Secondment Agreement, Exchange Agreement, Registration Rights Agreement and OpCo LLCA, and a Parent Support Agreement imposes a 90-day transfer restriction following the merger.
Viper Energy, Inc. (VNOM) filing incorporates multiple prior reports and audited financial statements by reference and discloses significant transaction and corporate-document exhibits. The company references acquisitions completed in 2024 — Tumbleweed-Q Royalty Partners, MC Tumbleweed Royalty, LLC (acquired September 3, 2024) and TWR IV (acquired October 1, 2024) — and relies on Grant Thornton LLP audit reports for those entities. The registration statement lists material agreements including purchase and sale, equity purchase and merger agreements dated September 11, 2024, January 30, 2025 and June 2, 2025, and a Parent Support Agreement dated June 2, 2025. The filing also provides extensive ownership tables showing post-offering Class A and Class B balances and percentage stakes (examples include 155,058,093 Class A representing 47.8% in one line and 17,718,574 representing 9.5% in another). A series of registration rights, exchange agreements and consents from Wachtell, Lipton, Rosen & Katz, Grant Thornton LLP, KPMG LLP and Ryder Scott are included as exhibits.
The document contains corporate governance provisions and customary disclaimers about beneficial ownership and fiduciary duties, and enumerates exhibits, auditor consents and underwriting and transfer instruments to effect the offering and related corporate reorganizations.