Viper Energy stake: Diamondback at 42.9% of Class A

Diamondback Energy and affiliates disclose updated large ownership positions in Viper Energy following the closing of a purchase agreement.

Rhea-AI Filing Summary

Viper Energy, Inc. (VNOM) received an updated Schedule 13D/A from Diamondback Energy, Inc. and its affiliates reflecting their current beneficial ownership and a recently closed transaction. Based on 194,405,049 Class A shares outstanding as of July 31, 2026, Diamondback reports beneficial ownership of 145,972,177 shares of Class A Common Stock (including exchangeable interests), representing 42.9% of the class. Diamondback E&P LLC reports 10,874,987 shares (5.3% of the class), and Endeavor Energy Resources, L.P. reports 70,633,640 shares (26.7% of the class), each with sole voting and dispositive power over its reported shares.

The amendment notes that on September 1, 2026, a previously disclosed Purchase Agreement closed, resulting in the reporting persons acquiring an aggregate of 3,815,459 OpCo units and an equivalent number of Class B Common shares. Diamondback, Diamondback E&P and Endeavor each hold Class B Common Stock and New OpCo Units that are exchangeable on a one-for-one basis for Class A Common Stock.

Key Figures

Diamondback beneficial ownership: 145,972,177 shares of Class A Common Stock Diamondback ownership percentage: 42.9% Diamondback E&P ownership: 10,874,987 shares of Class A Common Stock +5 more

8 metrics

Diamondback beneficial ownership 145,972,177 shares of Class A Common Stock Beneficially owned by Diamondback Energy, Inc.

Diamondback ownership percentage 42.9% Percentage of Viper Energy Class A Common Stock outstanding

Diamondback E&P ownership 10,874,987 shares of Class A Common Stock Beneficially owned by Diamondback E&P LLC

Diamondback E&P ownership percentage 5.3% Percentage of Viper Energy Class A Common Stock outstanding

Endeavor ownership 70,633,640 shares of Class A Common Stock Beneficially owned by Endeavor Energy Resources, L.P.

Endeavor ownership percentage 26.7% Percentage of Viper Energy Class A Common Stock outstanding

Shares outstanding baseline 194,405,049 shares of Class A Common Stock Shares outstanding as of July 31, 2026

OpCo units acquired at closing 3,815,459 OpCo units and equivalent Class B shares Acquired upon closing of the Purchase Agreement on September 1, 2026

Key Terms

beneficially owned, Sole Voting Power, Sole Dispositive Power, OpCo units, +2 more

6 terms

beneficially owned financial

"The information on the cover pages sets forth the aggregate number of shares of Class A Common Stock and percentage of Class A Common Stock outstanding beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Sole Voting Power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Sole Dispositive Power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: | 9 | Sole Dispositive Power"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

OpCo units financial

"the Reporting Persons acquired an aggregate of 3,815,459 OpCo units and an equivalent number of shares"

Class B Common Stock financial

"an equivalent number of shares of the Issuer's Class B Common Stock"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Purchase Agreement financial

"On September 1, 2026, the previously disclosed Purchase Agreement closed."

A purchase agreement is a legally binding contract that spells out exactly what is being bought, for how much, and under what conditions, including timelines, seller and buyer promises, and protections if things go wrong. For investors it matters because the agreement fixes the deal’s price, risks and closing conditions—like a detailed receipt and return policy for a large transaction—so it helps determine whether the deal will complete and how it will affect the company’s value and cash flow.

FAQ

What percentage of Viper Energy (VNOM) does Diamondback Energy now beneficially own?

Diamondback Energy reports beneficial ownership of 145,972,177 shares of Viper Energy Class A Common Stock, representing 42.9% of the Class A shares outstanding, based on 194,405,049 shares outstanding as of July 31, 2026.

How many Viper Energy shares does Diamondback E&P LLC report owning?

Diamondback E&P LLC reports beneficial ownership of 10,874,987 shares of Viper Energy Class A Common Stock, representing 5.3% of the Class A shares outstanding, with sole voting and sole dispositive power over these shares.

What is Endeavor Energy Resources’ reported stake in Viper Energy (VNOM)?

Endeavor Energy Resources, L.P. reports beneficial ownership of 70,633,640 shares of Viper Energy Class A Common Stock, representing 26.7% of the Class A shares outstanding, with sole voting and sole dispositive power over those shares.

What transaction closed on September 1, 2026 affecting VNOM ownership?

On September 1, 2026, a previously disclosed Purchase Agreement closed, and the reporting persons acquired an aggregate of 3,815,459 OpCo units and an equivalent number of shares of Viper Energy’s Class B Common Stock.

How can the Class B shares held by Diamondback and its affiliates affect VNOM Class A stock?

Diamondback, Diamondback E&P, and Endeavor hold Class B Common Stock and an equal number of New OpCo Units that may be exchanged on a one-for-one basis for shares of Viper Energy Class A Common Stock, potentially increasing their Class A holdings upon exchange.

What share count did the filing use to calculate VNOM ownership percentages?

Ownership percentages are based on 194,405,049 shares of Viper Energy Class A Common Stock outstanding as of July 31, 2026, as disclosed in Viper Energy’s Quarterly Report on Form 10-Q filed on August 5, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/03/2026 - 04:43 PM Accepted by SEC EDGAR 09/03/2026 - 04:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Viper Energy, Inc.

(Name of Issuer)

Class A Common Stock, par value $0.000001 per share

(Title of Class of Securities)

64361Q101

(CUSIP Number)

Teresa L. Dick
Diamondback Energy, Inc., 900 NW 63rd Street, Suite 200
Oklahoma City, OK, 73116
(432) 221-7400

Zachary S. Podolsky
Latham & Watkins LLP, 1271 Avenue of the Americas
New York, NY, 10020
(212) 906-1200

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

09/01/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 64361Q101

1

Name of reporting person

Diamondback Energy, Inc.

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 145,972,177.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 145,972,177.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

145,972,177.00

12

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

13

Percent of class represented by amount in Row (11)

42.9 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 64361Q101

1

Name of reporting person

Diamondback E&P LLC

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 10,874,987.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 10,874,987.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

10,874,987.00

12

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

13

Percent of class represented by amount in Row (11)

5.3 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 64361Q101

1

Name of reporting person

Endeavor Energy Resources, L.P.

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

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 70,633,640.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 70,633,640.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

70,633,640.00

12

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

13

Percent of class represented by amount in Row (11)

26.7 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, par value $0.000001 per share
(b)	Name of Issuer: Viper Energy, Inc.
(c)	Address of Issuer's Principal Executive Offices: 500 West Texas Ave., Suite 100, Midland, TEXAS , 79701.
Item 1 Comment: This Amendment No. 4 to Schedule 13D amends and supplements the statement on Schedule 13D originally filed with the United States Securities and Exchange Commission on August 26, 2025 (as amended, the "Schedule 13D"), relating to the Class A Common Stock, par value $0.000001 per share (the "Class A Common Stock") of Viper Energy, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended and supplemented as follows: The information contained in Item 4 is incorporated by reference to this Item 3.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented as follows: Closing of the Purchase Agreement On September 1, 2026, the previously disclosed Purchase Agreement closed. As a result, the Reporting Persons acquired an aggregate of 3,815,459 OpCo units and an equivalent number of shares of the Issuer's Class B Common Stock.
Item 5.	Interest in Securities of the Issuer
(a)	The information contained on the cover pages is incorporated by reference to this Item 5. The information on the cover pages sets forth the aggregate number of shares of Class A Common Stock and percentage of Class A Common Stock outstanding beneficially owned by each of the Reporting Persons, based on 194,405,049 shares of Class A Common Stock outstanding as of July 31, 2026 as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2026. The beneficial ownership percentage of the Listed Persons is set forth on Exhibit 99.2 as filed with this Schedule 13D.
(b)	Diamondback: Sole Voting Power: 145,972,177 Shared Voting Power: 0 Sole Dispositive Power: 145,972,177 Shared Dispositive Power: 0 Includes (i) 64,463,550 shares of Class B Common Stock and 64,463,550 New OpCo Units held by Diamondback, (ii) 10,874,987 shares of Class B Common Stock and 10,874,987 New OpCo Units held by Diamondback's wholly owned subsidiary, Diamondback E&P and (iii) 70,633,640 shares of Class B Common Stock and 70,633,640 New OpCo Units held by Diamondback's wholly owned subsidiary, Endeavor. Diamondback, Diamondback E&P and Endeavor have the right to exchange their shares of Class B Common Stock and an equal number of New OpCo Units on a one-for-one basis for shares of Class A Common Stock. Diamondback E&P: Sole Voting Power: 10,874,987 Shared Voting Power: 0 Sole Dispositive Power: 10,874,987 Shared Dispositive Power: 0 Includes 10,874,987 shares of Class B Common Stock and 10,874,987 New OpCo Units held by Diamondback E&P. Diamondback E&P has the right to exchange its shares of Class B Common Stock and an equal number of New OpCo Units on a one-for-one basis for shares of Class A Common Stock. Endeavor: Sole Voting Power: 70,633,640 Shared Voting Power: 0 Sole Dispositive Power: 70,633,640 Shared Dispositive Power: 0 Includes 70,633,640 shares of Class B Common Stock and 70,633,640 New OpCo Units held by Endeavor. Endeavor has the right to exchange its shares of Class B Common Stock and an equal number of New OpCo Units on a one-for-one basis for shares of Class A Common Stock. The beneficial ownership of the Listed Persons is set forth in Exhibit 99.2.
(c)	Except as described in Item 4, none of the Reporting Persons nor, to the Reporting Persons' knowledge, any of the Listed Persons, has effected any transaction in the Issuer's Common Stock since the filing of Amendment No. 3 to this Schedule 13D.
(d)	None.
(e)	Not applicable
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit 99.2 - Beneficial Ownership of the Listed Persons

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.

Diamondback Energy, Inc.

Signature:	/s/ Teresa L. Dick
Name/Title:	Teresa L. Dick/Executive Vice President of Accounting and Assistant Secretary
Date:	09/03/2026

Diamondback E&P LLC

Signature:	/s/ Teresa L. Dick
Name/Title:	By: Diamondback Energy, Inc., its sole member, Teresa L. Dick/Executive Vice President of Accounting and Assistant Secretary
Date:	09/03/2026

Endeavor Energy Resources, L.P.

Signature:	/s/ Teresa L. Dick
Name/Title:	Teresa L. Dick/Executive Vice President of Accounting and Assistant Secretary
Date:	09/03/2026