Diamondback Energy Inc

17. SUBSEQUENT EVENTS

TRP Energy, LLC Asset Exchange

On November 3, 2024, the Company entered into an exchange agreement with TRP Energy, LLC (“TRP”), pursuant to which the Company agreed to exchange certain of its assets consisting of approximately 35,000 net acres located in the Delaware Basin and $238 million in cash, subject to customary regulatory approvals and closing conditions, for certain of TRP’s assets consisting of approximately 15,000 net acres located in the Midland Basin with 55 operated locations. This transaction is expected to close by the end of 2024. The Company intends to fund the cash portion of the exchange with cash on hand and borrowings under its revolving credit facility.

Third Quarter 2024 Dividend Declaration

On October 31, 2024, the board of directors of the Company declared a base cash dividend for the third quarter of 2024 of $0.90 per share of common stock, payable on November 21, 2024 to its stockholders of record at the close of business on November 14, 2024. Future base and variable dividends are at the discretion of the board of directors of the Company.

Viper TWR Acquisition

On October 1, 2024, Viper and Viper LLC acquired all of the issued and outstanding equity interests in TWR IV, LLC and TWR IV SellCo, LLC from Tumbleweed Royalty IV, LLC (“TWR IV”) and TWR IV SellCo Parent, LLC (the “Viper TWR Acquisition”), pursuant to a definitive purchase and sale agreement for consideration consisting of approximately (i) $459 million in cash, subject to transaction costs and customary post-closing adjustments, (ii)10.09 million Viper LLC units to TWR IV, (iii) an option for TWR IV to acquire up to 10.09 million shares of Viper’s Class B Common Stock (the “TWR Class B Option”), and (iv) contingent cash consideration of up to $41 million, payable in January of 2026, based on the WTI 2025 Average.

TWR IV can exchange some or all of the Viper LLC units received for an equal number of shares of Viper’s Class A Common Stock upon expiration of thesix month lockup period, and any Viper LLC units so exchanged will reduce the number of shares of Viper’s Class B Common Stock subject to the TWR Class B Option. The mineral and royalty interests acquired in the Viper TWR Acquisition represent approximately 3,067 net royalty acres located primarily in the Permian Basin. Viper funded the cash consideration through a combination of cash on hand, borrowings under the Viper LLC credit agreement and proceeds from the Viper 2024 Equity Offering.