Diamondback Energy Inc

9. STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE

Common Stock Repurchase Programs

The Company’s board of directors has approved a common stock repurchase program to acquire up to $4.0 billion of the Company’s outstanding common stock, excluding excise tax. Purchases under the repurchase program may be made from time to time in open market or privately negotiated transactions, and are subject to market conditions, applicable legal requirements, contractual obligations and other factors. The repurchase program does not require the Company to acquire any specific number of shares. This repurchase program may be suspended from time to time, modified, extended or discontinued by the board of directors at any time. During the years ended December 31, 2023, 2022 and 2021, the Company repurchased, excluding excise tax, approximately $838 million, $1.1 billion and $431 million, respectively, of common stock under the respective repurchase programs. As of December 31, 2023, $1.6 billion remained available for use to repurchase shares under the Company’s common stock repurchase program, excluding excise tax.

Change in Ownership of Consolidated Subsidiaries

Non-controlling interests in the accompanying consolidated financial statements represent minority interest ownership in Viper and Rattler through the Effective Date of the Rattler Merger and are presented as a component of equity. The Company’s ownership percentages in Viper and Rattler have historically changed as a result of public offerings, issuance of units for acquisitions, issuance of unit-based compensation, repurchases of common units and distribution equivalent rights paid on their units. These changes in ownership percentage and the disproportionate allocation of net income to the Company result in adjustments to non-controlling interest and additional paid-in-capital, tax effected, but do not impact earnings.

The following table summarizes changes in the ownership interest in consolidated subsidiaries during the respective periods:

Dividends

The following table presents dividends and distribution equivalent rights paid on the Company’s common stock during the respective periods:

Viper’s Common Stock Repurchase Program

Viper’s board of directors has currently approved a common stock repurchase program to acquire up to $750 million of Viper’s outstanding Class A common stock, excluding excise tax, over an indefinite period of time. During the years ended December 31, 2023, 2022 and 2021, Viper repurchased approximately $95 million, $151 million, and $46 million under its repurchase program. As of December 31, 2023, $434 million remained available for use to repurchase shares under Viper’s common stock repurchase program.

Dividends to Non-Controlling Interest

During the years ended December 31, 2023, 2022 and 2021 Viper paid $129 million, $182 million, and $76 million of distributions and dividends to its public shareholders, excluding Diamondback, in accordance with the dividend policy approved by its board of directors. Prior to the Rattler Merger, Rattler made $35 million and $36 million of distributions to its common unitholders during the years ended December 31, 2022 and 2021, respectively, in accordance with the distribution policy approved by its board of directors. These dividends are reflected under the caption “Dividends/distributions to non-controlling interest” on the Company’s consolidated statement of stockholders’ equity and consolidated statements of cash flows.

Earnings (Loss) Per Share

The Company’s basic earnings (loss) per share amounts have been computed based on the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share include the effect of potentially dilutive shares outstanding for the period. Additionally, the per share earnings of Viper and Rattler prior to the Effective Date of the Rattler Merger are included in the consolidated earnings per share computation based on the consolidated group’s holdings of the subsidiaries.

A reconciliation of the components of basic and diluted earnings (loss) per common share is presented in the table below:

(1) Unvested restricted stock awards and performance stock awards that contain non-forfeitable distribution equivalent rights are considered participating securities and therefore are included in the earnings per share calculation pursuant to the two-class method.