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Diamondback Energy logoDiamondback Energy FANG

Diamondback Energy said the board increased its size by one director on February 3, 2025 and appointed Darin G. Holderness to the resulting vacancy. The full board now has 13 directors. Mr. Holderness will serve until the 2025 annual meeting of stockholders and was also appointed to the audit committee.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Diamondback Energy said the board increased its size by one director on February 3, 2025 and appointed Darin G. Holderness to the resulting vacancy. The full board now has 13 directors. Mr. Holderness will serve until the 2025 annual meeting of stockholders and was also appointed to the audit committee.

  2. The company said the appointment was made in connection with its obligations under the Stockholders Agreement, dated September 10, 2024. Under that agreement, the stockholders have the right to designate up to 4 directors, and 3 had been designated before the appointment.

  3. The company said Mr. Holderness has more than 30 years of experience in the energy sector, including as Senior Vice President, Chief Financial Officer and Treasurer of Concho Resources and as Chief Financial Officer of ProPetro Holding Corp. He holds a Bachelor of Business Administration in Accounting from Boise State University, earned in 1986, and is a Certified Public Accountant.

  4. Diamondback Energy said Mr. Holderness will be compensated under its non-employee director compensation program, prorated for the period from his appointment date to the 2025 annual meeting of stockholders. The company also said it entered into an indemnification agreement with him on the same form as those with its other directors.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Board Expanded and New Director Appointed

Diamondback Energy said the board increased its size by one director on February 3, 2025 and appointed Darin G. Holderness to the resulting vacancy. The full board now has 13 directors. Mr. Holderness will serve until the 2025 annual meeting of stockholders and was also appointed to the audit committee.

Source · Based on the filing body and exhibits

Director Nomination Under Stockholders Agreement

The company said the appointment was made in connection with its obligations under the Stockholders Agreement, dated September 10, 2024. Under that agreement, the stockholders have the right to designate up to 4 directors, and 3 had been designated before the appointment.

Source · Based on the filing body and exhibits

New Director's Experience and Education

The company said Mr. Holderness has more than 30 years of experience in the energy sector, including as Senior Vice President, Chief Financial Officer and Treasurer of Concho Resources and as Chief Financial Officer of ProPetro Holding Corp. He holds a Bachelor of Business Administration in Accounting from Boise State University, earned in 1986, and is a Certified Public Accountant.

Source · Based on the filing body and exhibits

Non-Employee Director Pay and Compensation Terms

Diamondback Energy said Mr. Holderness will be compensated under its non-employee director compensation program, prorated for the period from his appointment date to the 2025 annual meeting of stockholders. The company also said it entered into an indemnification agreement with him on the same form as those with its other directors.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.