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Oil & Gas: Related party transactions (ASC 850)

Note: ASC 850 and Item 404 related party disclosures.
Diamondback Energy, Inc. (FANG) · Form 10-K for period ended 2025-12-31 · filed 2026-02-25 · Section: ITEM 4. MINE SAFETY DISCLOSURES

(2) Includes 2.0 million shares repurchased from SGF FANG Holdings, LP (“SGF”) during the fourth quarter of 2025 pursuant to a privately negotiated letter agreement dated November 28, 2025. For further discussion on the repurchase from SGF, see Note 7— Related Party Transactions in Item 8. Financial Statements and Supplementary Data of this report.

(3) The average price paid per share includes any commissions paid to repurchase stock.

(4) In September 2021, our board of directors initiated our stock repurchase program. On July 31, 2025, our board of directors approved a $2.0 billion increase in our common stock repurchase program from $6.0 billion to $8.0 billion, excluding excise tax. The stock repurchase program has no time limit and may be suspended, modified, or discontinued by the board of directors at any time.

(5) The IRA, which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. All dollar amounts presented exclude such excise taxes, as applicable.

Stock Performance Graph

The following performance graph and related information should not be deemed “soliciting material” or to be “filed” with the SEC, nor should such information be incorporated by reference into any future filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that we specifically incorporate such information by reference into such a filing. The performance graph and information are included for historical comparative purposes only and should not be considered indicative of future stock performance.

The performance graph includes a comparison of our cumulative total stockholder return over a five-year period with the cumulative total returns of the Standard & Poor’s 500 Stock Index, or the S&P 500, and the SPDR S&P Oil & Gas Exploration and Production ETF, or XOP. The graph assumes an investment of $100 on December 31, 2020, and that all dividends were reinvested.

Verbatim excerpt (330 words), formatting simplified. View full filing on EDGAR →

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