4//SEC Filing
Kimmeridge Energy Management Company, LLC 4
Accession 0000902664-25-003803
CIK 0001949543other
Filed
Aug 20, 8:00 PM ET
Accepted
Aug 21, 4:15 PM ET
Size
12.5 KB
Accession
0000902664-25-003803
Insider Transaction Report
Form 4
Kimmeridge Energy Management Company, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Class C Common Stock
2025-08-19−36,495,520→ 0 total(indirect: See footnote) - Disposition to Issuer
Sitio Royalties Operating Partnership, LP Units
2025-08-19−36,495,520→ 0 total(indirect: See footnote)→ Class A Common Stock (36,495,520 underlying) - Disposition to Issuer
Allocation Rights
2025-08-19−183,394→ 0 total(indirect: See footnote)→ Class A Common Stock (183,394 underlying)
Footnotes (4)
- [F1]The closing of Sitio Royalties Corp's ("Sitio") previously announced merger with Viper Energy, Inc., a Delaware corporation occurred on August 19, 2025.
- [F2]In connection with the closing, 36,495,520 Sitio Royalties Operating Partnership, LP Units ("Sitio Opco Units") held by the Kimmeridge Companies (as defined below) were converted into 17,718,574 common units representing limited liability company membership interests in Viper Energy Partners LLC and 17,718,574 shares of Class B common stock, par value $0.000001 per share, of the new holding company resulting from the merger ("New Viper"). In addition, in connection with the closing, 36,495,520 shares of Class C Common Stock held by the Kimmeridge Companies were cancelled and ceased to exist. As a result, the Reporting Person no longer beneficially owns any securities.
- [F3]The securities to which this filing relates were held directly by KMF DPM HoldCo, LLC ("KMF HoldCo") and Chambers DPM HoldCo, LLC ("Chambers HoldCo"). (the "Kimmeridge Companies") Kimmeridge Energy Management Company, LLC, a Delaware limited liability company (the "Reporting Person"), acts as the investment adviser to the parent company of each of KMF HoldCo and Chambers HoldCo. The filing of this statement shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. The Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.
- [F4]Each Allocation Right entitled the Reporting Person to receive one share of Sitio Class C Common Stock and one Sitio Opco Unit to the extent any shares of Sitio Class C Common Stock and Sitio Opco Units were forfeited by the holders thereof. In connection with the closing, the Allocation Rights were cancelled and ceased to exist.
Documents
Issuer
Sitio Royalties Corp.
CIK 0001949543
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001706220
Filing Metadata
- Form type
- 4
- Filed
- Aug 20, 8:00 PM ET
- Accepted
- Aug 21, 4:15 PM ET
- Size
- 12.5 KB