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Diamondback Energy, Inc.·4

Mar 3, 5:51 PM ET

Zmigrosky Matt 4

Research Summary

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Updated

Diamondback (FANG) EVP Matt Zmigrosky Receives RSU Awards; Shares Withheld

What Happened

  • Matt Zmigrosky, EVP, Chief Legal & Administrative Officer of Diamondback Energy (FANG), was granted 29,017 restricted stock units (RSUs) on March 1, 2026 (7,583 + 21,434; acquisition code A, $0.00 per share).
  • Simultaneously, the company withheld 11,154 shares to satisfy tax withholding obligations (disposition code F) at a withholding valuation of $174.08 per share, totaling approximately $1,941,689 (8,450 shares = $1,470,976; 739 = $128,645; 970 = $168,858; 995 = $173,210).
  • These transactions reflect RSU vesting/settlement and routine tax-withholding—not open-market selling or purchases.

Key Details

  • Transaction date: March 1, 2026; Form 4 filed March 3, 2026 (timely filing).
  • Awards: 7,583 RSUs and 21,434 RSUs granted (code A) at $0.00 per share.
  • Withheld shares: 11,154 shares withheld to cover taxes (code F) at $174.08 per share; total withholding value ≈ $1,941,689.
  • Footnotes of note:
    • F1: These are RSUs that convert to one share each and vest in three equal installments beginning March 1, 2026.
    • F3: Performance-based RSUs covering 1/1/2023–12/31/2025 vested and settled March 1, 2026 after committee certification.
    • F4–F7: Company withheld shares to satisfy tax withholding for the various vested awards (withholding price based on closing prices noted in the filing).
    • F2: Reporting person adjusted previously overstated share ownership by a de minimis amount; the filing updates beneficial ownership accordingly.
  • Shares owned after the transactions: not specified in the provided filing excerpts (the filing notes an updated beneficial ownership per F2).

Context

  • These transactions are standard RSU vesting and company share-withholding to satisfy tax obligations (disposition code F). That is effectively a cashless settlement/withholding and does not indicate an open-market sale or a new purchase signal.
  • Performance-based RSUs vested following certification of performance for the 2023–2025 period; time-based tranches also settled or began vesting on March 1, 2026 per footnotes.