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Diamondback Energy, Inc.

For the period ended Sep 30, 2025. Filed Nov 5, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 5, 2025

FANG$178.08-0.1%Stored close · as of Nov 10, 2026

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17. Subsequent Events

  1. SUBSEQUENT EVENTS

Third Quarter 2025 Dividend Declaration

On October 30, 2025, the board of directors of the Company declared a base cash dividend for the third quarter of 2025 of $1.00 per share of common stock, payable on November 20, 2025, to its stockholders of record at the close of business on November 13, 2025. Future base and variable dividends are at the discretion of the Company’s board of directors.

Diamondback Divestitures

EPIC Divestiture

On October 31, 2025, the Company divested its 27.5% equity interest in EPIC Crude Holdings, LP (“EPIC”) pursuant to a definitive purchase and sale agreement with Plains All American Pipeline, L.P. and Plains GP Holdings (collectively, “Plains”) for approximately $504 million in cash and an additional $96 million in contingent consideration (the “EPIC Divestiture”). The contingent cash payment is due should the capacity expansion of EPIC be formally sanctioned before year-end 2027. On October 31, 2025, the Company used $500 million of the cash proceeds received from the EPIC Divestiture to partially repay principal borrowings under the Company’s 2025 Term Loan.

Divestiture of Water Assets to Deep Blue

On October 1, 2025, the Company divested Environmental Disposal Systems, LLC (“EDS”), its subsidiary, to Deep Blue, which was originally acquired in connection with the Endeavor Acquisition, in exchange for upfront net cash proceeds of $694 million. The transaction provides for the potential for the Company to earn up to an additional $200 million in contingent consideration based on the achievement of certain completion thresholds for the years 2026 through 2028. As part of the divestiture, the Company renewed its 15-year dedication to Deep Blue for its produced water and supply water within a 12-county area of mutual interest in the Midland Basin. The Company’s equity ownership interest in Deep Blue remained at 30% following the closing of the transaction. The cash proceeds from the divestiture were used to repay borrowings under the Credit Agreement and for general corporate purposes.

As of September 30, 2025, the assets related to this divestiture met the criteria to be classified as held for sale on the Company’s condensed consolidated balance sheets. See Note 6—Property and Equipment for additional discussion about the balance sheet classification of these assets as of September 30, 2025.

Viper Divestiture

Pending Divestiture of Non-Permian Assets

On October 30, 2025, Viper entered into an equity interest purchase agreement to divest all its non-Permian assets, including those acquired from Sitio, to an affiliate of GRP Energy Capital LLC and Warwick Capital Partners LLP for a purchase price of approximately $670 million, subject to customary purchase price adjustments (the “Pending Viper Non-Permian Divestiture”). The properties to be divested consist of approximately 9,400 net royalty acres in the Denver-Julesburg, Eagle Ford and Williston basins with current production of approximately 4,750 BO/d. The Pending Viper Non-Permian Divestiture is subject to customary closing conditions and is expected to close in the first quarter of 2026.

In the fourth quarter of 2025, the Company opportunistically repurchased an aggregate principal amount of approximately $203 million of its senior notes, which consisted of $152 million of the 4.400% Senior Notes due 2051 and $51 million of the 4.250% Senior Notes due 2052, in open market transactions for total cash consideration, including accrued interest paid, of approximately $167 million, at an average of 82.3% of par value. These repurchases resulted in a gain on extinguishment of debt of approximately $33 million during the fourth quarter of 2025.

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