0001140361-14-036455.txt : 20140925 0001140361-14-036455.hdr.sgml : 20140925 20140925153039 ACCESSION NUMBER: 0001140361-14-036455 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140923 FILED AS OF DATE: 20140925 DATE AS OF CHANGE: 20140925 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Diamondback Energy, Inc. CENTRAL INDEX KEY: 0001539838 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 WEST TEXAS STREET 2: SUITE 1210 CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 405-463-6900 MAIL ADDRESS: STREET 1: 14301 CALIBER DRIVE STREET 2: SUITE 300 CITY: OKLAHOMA CITY STATE: OK ZIP: 73134 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wexford GP LLC CENTRAL INDEX KEY: 0001472112 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35700 FILM NUMBER: 141120583 BUSINESS ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-862-7000 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DB Energy Holdings LLC CENTRAL INDEX KEY: 0001559894 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35700 FILM NUMBER: 141120584 BUSINESS ADDRESS: STREET 1: 411 WEST PUTNAM AVE STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 203-862-7000 MAIL ADDRESS: STREET 1: 411 WEST PUTNAM AVE STREET 2: SUITE 125 CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JACOBS JOSEPH CENTRAL INDEX KEY: 0001048485 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35700 FILM NUMBER: 141120585 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAVIDSON CHARLES E CENTRAL INDEX KEY: 0001001391 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35700 FILM NUMBER: 141120586 MAIL ADDRESS: STREET 1: C/O WEXFORD CAPITAL LP STREET 2: 411 WEST PUTNAM AVE CITY: GREENWICH STATE: CT ZIP: 06830 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WEXFORD CAPITAL LP CENTRAL INDEX KEY: 0001048462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35700 FILM NUMBER: 141120587 BUSINESS ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038627000 MAIL ADDRESS: STREET 1: 411 W PUTNAM AVENUE CITY: GREENWICH STATE: CT ZIP: 06830 FORMER NAME: FORMER CONFORMED NAME: WEXFORD CAPITAL LLC DATE OF NAME CHANGE: 20000817 FORMER NAME: FORMER CONFORMED NAME: WEXFORD MANAGEMENT LLC DATE OF NAME CHANGE: 19971024 4 1 doc1.xml FORM 4 X0306 4 2014-09-23 0 0001539838 Diamondback Energy, Inc. FANG 0001048462 WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE SUITE 125 GREENWICH CT 06830 0 0 1 0 0001001391 DAVIDSON CHARLES E C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVE. GREENWICH CT 06830 0 0 1 0 0001048485 JACOBS JOSEPH C/O WEXFORD CAPITAL LP 411 WEST PUTNAM AVENUE, SUITE 125 GREENWICH CT 06830 0 0 1 0 0001559894 DB Energy Holdings LLC 411 WEST PUTNAM AVE SUITE 125 GREENWICH CT 06830 0 0 1 0 0001472112 Wexford GP LLC C/O WEXFORD CAPITAL LP SUITE 125 GREENWICH CT 06830 0 0 1 0 Common Stock, par value $0.01 11690 D Common Stock, par value $0.01 2014-09-23 4 S 0 1437500 75.44 D 7190447 I See footnotes Since the date of the last group filing, Wexford Capital LP ("Wexford") received 2,802 Restricted Stock Units ("RSUs") which were granted to Steve West in respect of his service as a member of the Board of Directors of the Issuer, and assigned by Mr. West to Wexford. Of these RSUs, 934 vested on July 15, 2014 and the remaining 1,868 will vest in two equal annual installments beginning on July 1, 2015. The grant of these RSUs was reported on a Form 4 filed by Mr. West on July 17, 2014. All such RSUs are included herein. An additional 2,222 RSUs that will vest on October 11, 2014 that were issued to Mr. West on October 11, 2012 in respect of his service as a member of the Board of Directors of the Issuer and assigned to Wexford, and were previously disclosed on a Form 4 filed by Mr. West on October 15, 2012, are also included herein. The securities disposed of were held by DB Energy Holdings LLC ("DB Energy"), Wexford Catalyst Fund, L.P. ("WCF"), Wexford Spectrum Fund, L.P. ("WSF"), Spectrum Intermediate Fund Limited ("SIF") and Catalyst Intermediate Fund Limited ("CIF" and, together with DB Energy, WCF, WSF and SIF, the "Funds"). The Funds sold these shares in an underwritten public offering pursuant to the Issuer's effective registration statement on Form S-3ASR (File No. 333-192099), which became effective automatically upon filing with the Securities and Exchange Commission (the "SEC") November 5, 2013 and related base prospectus included therein, the preliminary prospectus supplement filed by the Issuer with the SEC on September 18, 2014 and the final prospectus supplement filed by the Issuer with the SEC on September 22, 2014, the pricing date, as filed with the SEC pursuant to Rule 424(b)(5). DB Energy sold 1,355,267 shares, WSF sold 16,169 shares, WCF sold 2,556 shares, SIF sold 53,48 and CIF sold 10,022. This form is jointly filed by Wexford, Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs"), Wexford GP LLC ("Wexford GP") and DB Energy. The common stock shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford reflect common stock owned of record by the Funds. Wexford serves as manager, investment advisor or sub advisor of each of the Funds, and as such may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. (continued under Footnote (4) below). (continued from Footnote (3) above) Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by the Funds for which Wexford serves as manager, investment advisor or sub advisor. Each of the Reporting Persons and each of the Funds disclaims beneficial ownership of the securities reported herein, except to the extent of his or its actual pecuniary interest therein. Wexford Capital LP, By: Wexford GP LLC, its general partner By: Arthur Amron, Vice President and Assistant Secretary 2014-09-25 Wexford GP LLC, By: Arthur Amron, Vice President and Assistant Secretary 2014-09-25 DB Energy Holdings LLC By: Arthur Amron, Vice President 2014-09-25 Charles E. Davidson 2014-09-25 Joseph M. Jacobs 2014-09-25