Filing Details
- Accession Number:
- 0001011438-24-000283
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-03-08 16:45:32
- Reporting Period:
- 2018-05-10
- Accepted Time:
- 2024-03-08 16:45:32
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1602065 | Viper Energy Inc. | VNOM | Crude Petroleum & Natural Gas (1311) | DE |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1539838 | Diamondback Energy, Inc. | 500 West Texas Suite 100 Midland TX 79701 | No | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Units Representing Limited Partner Interests | Disposition | 2018-05-10 | 73,150,000 | $0.00 | 0 | No | 4 | D | Direct | |
Common Units Representing Limited Partner Interests | Acquisiton | 2018-05-10 | 731,500 | $0.00 | 731,500 | No | 4 | M | Direct | |
Common Units Representing Limited Partner Interests | Acquisiton | 2023-10-31 | 7,215,007 | $27.72 | 7,946,507 | No | 4 | M | Direct | |
Class A Common Stock | Acquisiton | 2024-03-08 | 5,278,493 | $0.00 | 13,225,000 | No | 4 | M | Direct | |
Class A Common Stock | Disposition | 2024-03-08 | 13,225,000 | $34.13 | 0 | No | 4 | S | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | D | Direct | |
No | 4 | M | Direct | |
No | 4 | M | Direct | |
No | 4 | M | Direct | |
No | 4 | S | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Units | Class B Units | Acquisiton | 2018-05-10 | 73,150,000 | $0.00 | 73,150,000 | $0.00 |
Common Units | Operating Company Units | Acquisiton | 2018-05-10 | 73,150,000 | $0.00 | 73,150,000 | $0.00 |
Common Units | Class B Units | Disposition | 2018-05-10 | 731,500 | $0.00 | 731,500 | $0.00 |
Common Units | Operating Company Units | Disposition | 2018-05-10 | 731,500 | $0.00 | 731,500 | $0.00 |
Common Units | Class B Units | Acquisiton | 2019-10-01 | 10,224,918 | $0.00 | 82,643,418 | $0.00 |
Common Units | Operating Company Units | Acquisiton | 2019-10-01 | 10,224,918 | $0.00 | 82,643,418 | $0.00 |
Common Units | Class B Units | Acquisiton | 2019-10-01 | 8,066,528 | $0.00 | 8,066,528 | $0.00 |
Common Units | Operating Company Units | Acquisiton | 2019-10-01 | 8,066,528 | $0.00 | 73,150,000 | $0.00 |
Common Units | Put Option (obligation to buy) | Disposition | 2023-09-04 | 7,215,007 | $0.00 | 7,215,007 | $27.72 |
Common Units | Put Option (obligation to buy) | Disposition | 2023-10-31 | 7,215,007 | $0.00 | 7,215,007 | $27.72 |
Class A Common Stock | Class B Common Stock | Disposition | 2024-03-08 | 5,278,493 | $0.00 | 5,278,493 | $0.00 |
Class A Common Stock | Operating Company Units | Disposition | 2024-03-08 | 5,278,493 | $0.00 | 5,278,493 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
73,150,000 | No | 4 | A | Direct | ||
73,150,000 | No | 4 | A | Direct | ||
72,418,500 | No | 4 | M | Direct | ||
72,418,500 | No | 4 | M | Direct | ||
82,643,418 | No | 4 | A | Direct | ||
82,643,418 | No | 4 | A | Direct | ||
8,066,528 | No | 4 | A | Indirect | ||
8,066,528 | No | 4 | A | Indirect | ||
7,215,007 | 2023-09-04 | 2023-11-01 | No | 4 | D | Direct |
0 | 2023-09-04 | 2023-11-01 | No | 4 | M | Direct |
77,364,925 | No | 4 | M | Direct | ||
77,364,925 | No | 4 | M | Direct |
Footnotes
- Effective on May 10, 2018, Diamondback Energy, Inc.(the "Reporting Person") delivered and assigned to Viper Energy Partners LP (a predecessor of Viper Energy, Inc., collectively, the "Issuer"), a subsidiary that is primarily controlled by the Reporting Person, 73,150,000 common units representing limited partnership interests (the "Common Units") that the Reporting Person owned in exchange for (i) 73,150,000 of the Issuer's newly-issued Class B units representing limited partnership units (the "Class B Units") and (ii) 73,150,000 newly-issued units of the Operating Company ("OpCo Units") of Viper Energy Partners LLC, as defined below (the "Recapitalization").
- Following the Recapitalization, each Class B Unit and each OpCo Unit were together convertible and exchangeable into one Common Unit of Viper Energy Partners LP. Following the Conversion, as defined below, one share of Class B common stock, par value $0.000001 per share (the "Class B Common Stock") and each OpCo Unit were together convertible and exchangeable into one share of Class A common stock, par value $0.000001 per share (the "Class A Common Stock") of the Issuer.
- On May 10, 2018, the Reporting Person converted and exchanged 731,500 Class B Units and Operating Company Units for an equal number of Common Units.
- On September 4, 2023, the Reporting Person granted the Issuer a right to sell up to 7,215,007 Common Units to the Reporting Person at a fixed price of $27.72, which the Issuer was permitted to exercise until a certain acquisition closed. The Issuer exercised its right to sell Common Units to the Reporting Person on October 31, 2023.
- On March 8, 2024, the Reporting Person converted and exchanged 5,278,493 Class B Shares and OpCo Units in connection with the Reporting Person's registered offering of Class A Common Stock, which included 11,500,000 shares of Class A Common Stock sold by the Reporting Person to the underwriters in the firm offering and shares of Class A Common Stock subject to the underwriters' option to purchase 1,725,000 additional shares of Class A Common Stock, which option was exercised in full by the underwriters, and the offering of both firm and optional shares closed on March 8, 2024.
- On November 13, 2023, the Issuer converted its form to that of a corporation (the "Conversion"), and each Common Unit became one share of Class A Common Stock, each Class B Common Unit became one share Class B Common Stock, and each unit of the Operating Company was now exchangeable, together with a share of Class B Common Stock into one share of Class A Common Stock. The Conversion was a change in form of the Issuer without any change in the pecuniary interest of the Reporting Person.
- On October 1, 2019, Viper Energy Partners LP completed the acquisition of certain mineral and royalty interests from subsidiaries of the Reporting Person in exchange for 10,244,918 OpCo Units and Class B Units newly issued to the Reporting Person, 8,066,528 OpCo Units and Class B Units newly issued to a wholly owned subsidiary of the Reporting Person and $190.2 million in cash.
- Held by Diamondback E&P LLC, a wholly owned subsidiary of the Reporting Person.