Diamondback Energy, Inc. (FANG) · Material Event (8-K) SEC Filing

EX-99.1 2 diamondbackex991-8x3x26.htm EX-99.1 Document Exhibit 99.1DIAMONDBACK ENERGY, INC. ANNOUNCES SECOND QUARTER 2026 FINANCIAL AND OPERATING RESULTSMidland, TX (August 3, 2026) - Diamondback Energy, Inc. (NASDAQ FANG) ( Diamondback, we, our or the Company ) today announced financial and operating results for the second quarter ended June 30, 2026.SECOND QUARTER 2026 HIGHLIGHTS Average oil production of 525 MBO d Production of 1,018 MBOE d, surpassing the 1.0 million barrels of oil equivalent per day milestone Net cash provided by operating activities of $3.6 billion Operating Cash Flow Before Working Capital Changes1 of $3.3 billion Cash capital expenditures of $996 million Free Cash Flow1 and Adjusted Free Cash Flow1 of $2.3 billion Repurchased 756,385 shares of common stock for approximately $141 million Declared base cash dividend of $1.10 per share2 Reduced total debt by $1.3 billion quarter over quarter to $12.8 billion and net debt1 by $1.6 billion quarter over quarter to $12.3 billionUPDATED 2026 GUIDANCE HIGHLIGHTS Increasing annual oil production guidance to 522+ (from 520+) MBO d and total BOE production to 1,000+ (from 972+) MBOE d with full year cash capital expenditures unchanged at $3.9 billion Q3 2026 oil production guidance of 517 - 527 MBO d (995 - 1,015 MBOE d) Q3 2026 cash capital expenditures guidance of $950 - $1,050 millionRECENT HIGHLIGHTS Repurchased 547,716 shares of common stock in Q3 2026 (to date) for approximately $100 million In July, the Board of Directors (the Board ) doubled the Company's share repurchase authorization to $16.0 billion from $8.0 billion previously. Approximately $9.9 billion remains available for future repurchases under the program1 NON-GAAP DISCLOSURES - For a definition of Operating Cash Flow Before Working Capital Changes, Free Cash Flow, Adjusted Free Cash Flow, Adjusted Net Income, Adjusted EBITDA, Adjusted Net Income per Diluted Share, Net Debt and reconciliations of such non-GAAP financial metrics to their respective most directly comparable GAAP metrics, please see Non-GAAP Financial Measures below.2 Implies a 2.2% annualized yield. Cash dividend payable on August 20, 2026 annualized yield based on July 31, 2026 closing share price of $202.95.SECOND QUARTER 2026 OPERATIONS UPDATEThe following tables provide a summary of Diamondback s key operational updates Wells Drilled and Completed Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Drilled Completed Drilled Completed Gross Net Gross Net Gross Net Gross Net Total 97 89 168 157 215 200 315 294 Gross Wells Drilled and Completed By Zone Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Number of Wells Drilled Number of Wells Completed Number of Wells Drilled Number of Wells Completed Midland Basin Upper Spraberry 2 1 3 3 Middle Spraberry 6 13 13 20 Jo Mill 22 31 38 62 Lower Spraberry 16 31 40 63 Dean 1 5 2 11 Wolfcamp A 20 38 46 69 Wolfcamp B 16 41 45 71 Wolfcamp D 7 7 18 15 Barnett 7 1 10 1 Midland Basin Total 97 168 215 315 Average Completed Lateral Length (in feet) 11,983 11,679 Realized Average Prices Three Months Ended June 30, 2026 March 31, 2026 June 30, 2025 Oil ($ per Bbl) $ 96.82 $ 73.47 $ 63.23 Natural gas ($ per Mcf) $ (2.15) $ 0.18 $ 0.88 Natural gas liquids ($ per Bbl) $ 18.56 $ 16.68 $ 18.13 Combined ($ per BOE) $ 51.68 $ 43.40 $ 39.61 Oil, hedged ($ per Bbl)(1) $ 94.33 $ 72.53 $ 62.34 Natural gas, hedged ($ per Mcf)(1) $ (0.34) $ 1.90 $ 1.45 Natural gas liquids, hedged ($ per Bbl)(1) $ 18.56 $ 16.68 $ 18.13 Average price, hedged ($ per BOE)(1) $ 52.90 $ 45.21 $ 39.89 (1)Hedged prices reflect the effect of our commodity derivative transactions on our average sales prices and include gains and losses on cash settlements for matured commodity derivatives, which we do not designate for hedge accounting. Hedged prices exclude gains or losses resulting from the early settlement of commodity derivative contracts.Average Cash Costs per BOE Three Months Ended June 30, 2026 March 31, 2026 June 30, 2025 Lease operating expenses $ 5.96 $ 6.21 $ 5.26 Production and ad valorem taxes 3.26 3.04 2.56 Gathering, processing and transportation expense 1.22 1.36 1.73 General and administrative - cash component 0.52 0.65 0.55 Total operating expense - cash $ 10.96 $ 11.26 $ 10.10 FINANCIAL UPDATEEarnings Attributable to Diamondback Energy, Inc. Three Months Ended June 30, 2026 (in millions, except per share amounts) Net income (loss) attributable to Diamondback Energy, Inc. $ 1,882 Earnings (loss) per common share attributable to Diamondback Energy, Inc. - Diluted(1) $ 6.65 Adjusted net income(1) $ 1,833 Adjusted net income per common share - Diluted(1) $ 6.48 (1)The Company s earnings (loss) per diluted share amount has been computed using the two-class method in accordance with GAAP. The two-class method is an earnings allocation which reflects the respective ownership among holders of common stock and participating securities. Diluted earnings per share using the two-class method is calculated as (i) net income attributable to Diamondback Energy, Inc., (ii) less the reallocation of $11 million in earnings attributable to participating securities, (iii) divided by diluted weighted average common shares outstanding for the respective periods.Cash Capital Expenditures Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 (in millions) Operated drilling and completion additions to oil and natural gas properties $ 842 $ 707 $ 1,626 $ 1,571 Non-operated additions to oil and natural gas properties and other 154 157 303 235 Total $ 996 $ 864 $ 1,929 $ 1,806 Adjusted EBITDA and Free Cash Flow - Non-GAAP Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 (in millions) Net income (loss) attributable to Diamondback Energy, Inc. $ 1,882 $ 1,907 Consolidated Adjusted EBITDA $ 3,940 $ 6,941 Adjusted EBITDA attributable to Diamondback Energy, Inc. $ 3,549 $ 6,253 Net cash provided by operating activities $ 3,589 $ 5,417 Free Cash Flow $ 2,330 $ 4,035 Adjusted Free Cash Flow $ 2,331 $ 4,068 Debt Liquidity June 30, 2026 (in millions) Standalone cash $ 385 Borrowings outstanding under the credit facility $ Remaining availability under the credit facility(1) $ 3,000 Total standalone liquidity $ 3,385 Consolidated total debt $ 12,766 Consolidated total net debt $ 12,304 (1) On June 12, 2026, the Company, as parent guarantor, entered into an amendment to its credit agreement, which increased total commitments from $2.5 billion to $3.0 billion, extended the maturity date from June 12, 2030 to June 12, 2031, and reduced applicable interest rates and certain fees.RETURN OF CAPITAL UPDATEDiamondback announced today that the Board declared a base cash dividend of $1.10 per common share for the second quarter of 2026, payable on August 20, 2026, to stockholders of record at the close of business on August 13, 2026.Underscoring confidence in the Company's long-term outlook and commitment to shareholder returns, the Board of Directors on July 30, 2026 doubled Diamondback's share repurchase authorization to $16.0 billion (excluding excise tax), with approximately $9.9 billion remaining as of July 31, 2026. During the second quarter, the Company repurchased 756,385 shares of common stock for approximately $141 million at a weighted average price of $186.63 per share (excluding excise tax). The Company expects to continue repurchases opportunistically using cash on hand, free cash flow and potential asset sale proceeds. The program has no time limit and may be suspended, modified or discontinued at the Board s discretion. Repurchases may be executed in privately negotiated or open-market transactions, consistent with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and will be subject to market conditions, applicable regulatory and legal requirements and other factors. All shares repurchased will be retired.The table below summarizes Diamondback s return of capital program, including dividends and share repurchases, with future actions subject to Board approval. Q2 2026 Q3 2026 to date Cumulative (in millions, except per share amounts, shares in thousands) Base dividend $ 1.10 Shares repurchased 756 548 42,992 Weighted average repurchase price $ 186.63 $ 182.32 $ 142.44 Total repurchase cost $ 141 $ 100 $ 6,124 Total return of capital $ 452 UPDATED 2026 GUIDANCEBelow is Diamondback's and Viper Energy, Inc.'s ( Viper ) updated guidance for the full year 2026, which includes third quarter production and capital guidance. 2026 Guidance 2026 Guidance Diamondback Energy, Inc. Viper Energy, Inc. 2026 Net production - MBOE d 1,000+ (from 972+) 132.5 - 135.0 2026 Oil production - MBO d 522+ (from 520+) 66.0 - 67.25 Q3 2026 Oil production - MBO d (total - MBOE d) 517 - 527 (995 - 1,015) 67.5 - 68.5 (133.5 - 135.5) Unit costs ($ BOE) Lease operating expenses, including workovers $5.90 - $6.40 G A Cash G A $0.55 - $0.65 (from $0.55 - $0.70) $0.70 - $0.90 Non-cash equity-based compensation $0.20 - $0.30 $0.10 - $0.20 DD A $13.50 - $14.50 (from $14.00 - $15.00) $14.75 - $17.25 Interest expense (net of interest income) $0.50 - $0.70 $1.90 - $2.40 Gathering, processing and transportation $1.40 - $1.60 (from $1.50 - $1.70) Production and ad valorem taxes (% of revenue) 7% 7% Corporate tax rate (% of pre-tax income) 23% Cash tax rate (% of pre-tax income)(1) 19% - 22% (from 18% - 21%) 27% - 30% Q3 2026 Cash taxes ($ - million) $400 - $460 Cash Capital Budget ($ - million) Operated drilling and completion $3,310 2026 Total capital expenditures(2) $3,900 Q3 2026 Capital expenditures $950 - $1,050 Average lateral length (Ft.) 12,900' Net lateral footage completed (1,000's of Ft.) 6,100' - 6,500' (1)Pre-tax income attributable to the Company is a non-GAAP measure. We are not able to forecast the most directly comparable GAAP measure - Income (loss) before income taxes - due to high variability and difficulty in predicting certain items that affect Income (loss) before income taxes, such as future commodity prices, pace of and costs of developing, producing and operating our interests in oil and natural gas properties, future changes in interest rates and various other business factors impacting our financial results.(2)Includes non-operated drilling and completion, capital workovers, science, infrastructure, midstream and environmental.CONFERENCE CALLDiamondback will host a conference call and webcast for investors and analysts to discuss its results for the second quarter of 2026 on Tuesday, August 4, 2026 at 8 00 a.m. CT. Access to the webcast, and replay which will be available following the call, may be found here. The live webcast of the earnings conference call will also be available via Diamondback s website at www.diamondbackenergy.com under the Investor Relations section of the site. Investors and others should note that Diamondback announces material financial and operational information to our investors using our investor relations website, press releases, SEC filings and public conference calls and webcasts. The information we post through our investor relations website may be deemed material. Accordingly, investors should monitor our investor relations website in addition to following our press releases, SEC filings and public conference calls and webcasts.About Diamondback Energy, Inc.Diamondback is an independent oil and natural gas company headquartered in Midland, Texas focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves primarily in the Permian Basin in West Texas. For more information, please visit www.diamondbackenergy.com.Forward-Looking StatementsThis news release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding Diamondback s future performance business strategy future operations (including drilling plans and capital plans) estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position reserve estimates and its ability to replace or increase reserves anticipated benefits or other effects of strategic transactions (including the Double Eagle acquisition, and the Sitio acquisition completed by Viper and other acquisitions, divestitures or reorganizations) and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this news release, the words aim, anticipate, believe, continue, could, estimate, expect, forecast, future, guidance, intend, may, model, outlook, plan, positioned, potential, predict, project, seek, should, target, will, would, and similar expressions (including the negative of such terms) are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback s control. Accordingly, forward-looking statements are not guarantees of future performance and Diamondback s actual outcomes could differ materially from what Diamondback has expressed in its forward-looking statements.Factors that could cause the outcomes to differ materially include (but are not limited to) the following geopolitics and market conditions, including changes in supply and demand levels for oil, natural gas, and natural gas liquids, and the resulting impact on the price for those commodities changes in U.S. energy, environmental, monetary and trade policies, including with respect to tariffs or other trade barriers and any resulting trade tensions actions taken by the members of OPEC and its non-OPEC allies (OPEC+) affecting the production and pricing of oil, as well as other domestic and global political, economic, or diplomatic developments changes in general economic, business or industry conditions, including changes in foreign currency exchange rates, interest rates, inflation rates, and instability in the financial markets regional supply and demand factors, including delays, curtailment delays or interruptions of production, or governmental orders, rules or regulations that impose production limits federal and state legislative and regulatory initiatives relating to hydraulic fracturing, including the effect of existing and future laws and governmental regulations physical and transition risks relating to climate change, changing political and social perspectives on climate change and other environmental, social and governance factors, and risks from our publicly disclosed targets related to sustainability and emissions reduction initiatives challenges in developing our existing leasehold acreage and finding, developing or acquiring additional reserves restrictions on the use of water, including limits on the use of produced water and a moratorium on new produced water disposal well permits recently imposed by the Texas Railroad Commission in an effort to control induced seismicity in the Permian Basin significant declines in prices for oil, natural gas, or natural gas liquids, which could require recognition of significant impairment charges conditions in the capital, financial and credit markets, including the availability and pricing of capital for acquisitions, exploration and development operations challenges with employee retention and an increasingly competitive labor market changes in availability or cost of rigs, equipment, raw materials, supplies and oilfield services changes in safety, health, environmental, tax and other regulations or requirements (including those addressing air emissions, water management, or the impact of global climate change) security threats, including cybersecurity threats and disruptions to our business and operations from breaches of our information technology systems, or from breaches of information technology systems of third parties with whom we transact business lack of, or disruption in, access to adequate and reliable electrical power, internet and telecommunication infrastructure, information and computer systems, transportation, processing, storage and other facilities for our oil, natural gas and natural gas liquids failures or delays in achieving expected reserve or production levels from existing and future oil and natural gas developments, including due to operating hazards, drilling risks, or the inherent uncertainties in predicting reserve and reservoir performance inability to keep pace with technological developments in our industry failure to meet our obligations under our oil purchase contracts loss of one or more customers or their inability to meet their obligations geographical concentration of our primary operations risks from our return of capital commitment, and uncertainties over our future dividends and share repurchases difficulty in obtaining necessary approvals and permits severe weather conditions and natural disasters changes in the financial strength of counterparties to our credit facilities and hedging contracts our substantial indebtedness and restrictions to our operating and financial flexibility changes in our credit rating failure to identify, complete and successfully integrate acquisitions, including Viper s Riverbend acquisition, the Double Eagle acquisition and Viper s Sitio acquisition the Endeavor stockholders ability to significantly influence our business and potential conflicts of interest and other risks described in Part I, Item 1A of Diamondback s Annual Report on Form 10-K, filed with the SEC on February 25, 2026, and those risks disclosed in its subsequent filings on Forms 10-K, 10-Q and 8-K, which can be obtained free of charge on the SEC s website at http www.sec.gov and Diamondback s website at www.diamondbackenergy.com investors.In light of these factors, the events anticipated by Diamondback s forward-looking statements may not occur at the time anticipated or at all. Moreover, Diamondback operates in a very competitive and rapidly changing environment and new risks emerge from time to time. Diamondback cannot predict all risks, nor can it assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those anticipated by any forward-looking statements it may make. Accordingly, you should not place undue reliance on any forward-looking statements. All forward-looking statements speak only as of the date of this release or, if earlier, as of the date they were made. Diamondback does not intend to, and disclaims any obligation to, update or revise any forward-looking statements unless required by applicable law. Diamondback Energy, Inc. Condensed Consolidated Statements of Operations (unaudited, $ in millions except per share data, shares in thousands) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues Oil, natural gas and natural gas liquid sales $ 4,786 $ 3,316 $ 8,611 $ 6,973 Sales of purchased oil 739 335 1,124 709 Other operating income 37 27 67 44 Total revenues 5,562 3,678 9,802 7,726 Costs and expenses Lease operating expenses 552 440 1,099 848 Production and ad valorem taxes 302 214 570 442 Gathering, processing and transportation 113 145 233 256 Purchased oil expense 730 331 1,123 713 Depreciation, depletion, amortization and accretion 1,272 1,266 2,565 2,363 Impairment of oil and natural gas properties 1,400 General and administrative expenses 72 67 151 140 Other operating expenses, net 9 76 33 152 Total costs and expenses 3,050 2,539 7,174 4,914 Income (loss) from operations 2,512 1,139 2,628 2,812 Other income (expense) Interest expense, net (56) (56) (119) (96) Other income (expense), net (4) 2 3 37 Gain (loss) on derivative instruments, net 49 (197) 166 29 Gain (loss) on extinguishment of debt, net 134 55 133 55 Total other income (expense), net 123 (196) 183 25 Income (loss) before income taxes 2,635 943 2,811 2,837 Provision for (benefit from) income taxes 580 204 612 607 Net income (loss) 2,055 739 2,199 2,230 Net income (loss) attributable to non-controlling interest 173 40 292 126 Net income (loss) attributable to Diamondback Energy, Inc. $ 1,882 $ 699 $ 1,907 $ 2,104 Earnings (loss) per common share Basic $ 6.65 $ 2.38 $ 6.72 $ 7.20 Diluted $ 6.65 $ 2.38 $ 6.72 $ 7.20 Weighted average common shares outstanding Basic 281,202 292,135 281,993 290,880 Diluted 281,202 292,135 281,993 290,880 Diamondback Energy, Inc. Condensed Consolidated Balance Sheets (unaudited, in millions, except share amounts) June 30, December 31, 2026 2025 Assets Current assets Cash and cash equivalents ($77 million and $13 million related to Viper) $ 462 $ 104 Restricted cash 2 2 Accounts receivable Joint interest and other, net 261 258 Oil and natural gas sales, net ($461 million and $262 million related to Viper) 1,669 1,128 Inventories 67 86 Prepaid expenses and other current assets 189 337 Total current assets 2,650 1,915 Property and equipment Oil and natural gas properties Proved properties ($9,608 million and $9,746 million related to Viper) 74,385 71,588 Unproved properties ($4,545 million and $4,910 million related to Viper) 23,193 23,941 Other property, equipment and land 899 874 Accumulated depletion, depreciation, amortization and impairment ($2,856 million and $2,455 million related to Viper) (31,705) (27,782) Property and equipment, net 66,772 68,621 Other assets 796 523 Total assets $ 70,218 $ 71,059 Liabilities and Stockholders Equity Current liabilities Accounts payable and accrued capital expenditures 1,264 1,168 Current maturities of debt 1,548 763 Other accrued liabilities 883 1,108 Revenues and royalties payable 1,717 1,397 Derivative instruments 36 15 Income taxes payable 230 149 Total current liabilities 5,678 4,600 Long-term debt ($1,678 million and $2,186 million related to Viper) 11,066 13,726 Deferred income taxes 8,933 9,141 Other long-term liabilities 556 625 Total liabilities 26,233 28,092 Stockholders equity Common stock, $0.01 par value 800,000,000 shares authorized 280,567,508 and 284,594,908 shares issued and outstanding at June 30, 2026, and December 31, 2025, respectively 3 3 Additional paid-in capital 31,866 32,236 Retained earnings (accumulated deficit) 6,038 4,740 Accumulated other comprehensive income (loss) (7) (7) Total Diamondback Energy, Inc. stockholders equity 37,900 36,972 Non-controlling interest 6,085 5,995 Total equity 43,985 42,967 Total liabilities and stockholders equity $ 70,218 $ 71,059 Diamondback Energy, Inc. Condensed Consolidated Statements of Cash Flows (unaudited, in millions) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Cash flows from operating activities Net income (loss) $ 2,055 $ 739 $ 2,199 $ 2,230 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities Provision for (benefit from) deferred income taxes 36 (24) (206) (18) Depreciation, depletion, amortization and accretion 1,272 1,266 2,565 2,363 Impairment of oil and natural gas properties 1,400 (Gain) loss on extinguishment of debt, net (134) (55) (133) (55) (Gain) loss on derivative instruments, net (49) 197 (166) (29) Cash received (paid) on settlement of derivative instruments 113 (37) 246 48 Other 33 20 59 54 Changes in operating assets and liabilities Accounts receivable 216 166 (563) 160 Accounts payable and accrued liabilities 53 (9) (204) (383) Income taxes payable (287) (444) (309) Revenues and royalties payable 254 (114) 324 (30) Other 27 (28) (104) 1 Net cash provided by (used in) operating activities 3,589 1,677 5,417 4,032 Cash flows from investing activities Additions to oil and natural gas properties (996) (864) (1,929) (1,806) Property acquisitions (438) (3,125) (752) (3,875) Proceeds from sale of assets 53 16 657 57 Other (14) (6) (29) (8) Net cash provided by (used in) investing activities (1,395) (3,979) (2,053) (5,632) Cash flows from financing activities Proceeds from debt 3,765 5,145 6,290 8,622 Repayment of debt (4,923) (3,869) (8,047) (6,407) Repurchased shares under repurchase program (141) (398) (180) (973) Repurchased shares - related party (509) Repurchased shares units under Viper s repurchase program (131) (10) (228) (10) Net proceeds from Viper s issuance of common stock 1,232 Proceeds from sale of Viper's common stock 589 Dividends paid to stockholders (310) (291) (605) (581) Dividends to non-controlling interest (159) (82) (279) (177) Other (7) (13) (37) (49) Net cash provided by (used in) financing activities (1,906) 482 (3,006) 1,657 Net increase (decrease) in cash, cash equivalents and restricted cash 288 (1,820) 358 57 Cash, cash equivalents and restricted cash at beginning of period 176 2,041 106 164 Cash, cash equivalents and restricted cash at end of period $ 464 $ 221 $ 464 $ 221 Diamondback Energy, Inc. Selected Operating Data (unaudited) Three Months Ended June 30, 2026 March 31, 2026 June 30, 2025 Production Data Oil (MBbls) 47,791 46,889 45,108 Natural gas (MMcf) 128,279 118,402 110,119 Natural gas liquids (MBbls) 23,436 21,519 20,248 Combined volumes (MBOE)(1) 92,607 88,142 83,709 Daily oil volumes (BO d) 525,176 520,989 495,692 Daily combined volumes (BOE d) 1,017,659 979,356 919,879 Average Prices Oil ($ per Bbl) $ 96.82 $ 73.47 $ 63.23 Natural gas ($ per Mcf) $ (2.15) $ 0.18 $ 0.88 Natural gas liquids ($ per Bbl) $ 18.56 $ 16.68 $ 18.13 Combined ($ per BOE) $ 51.68 $ 43.40 $ 39.61 Oil, hedged ($ per Bbl)(2) $ 94.33 $ 72.53 $ 62.34 Natural gas, hedged ($ per Mcf)(2) $ (0.34) $ 1.90 $ 1.45 Natural gas liquids, hedged ($ per Bbl)(2) $ 18.56 $ 16.68 $ 18.13 Average price, hedged ($ per BOE)(2) $ 52.90 $ 45.21 $ 39.89 Average Cash Costs ($ BOE) Lease operating expenses $ 5.96 $ 6.21 $ 5.26 Production and ad valorem taxes 3.26 3.04 2.56 Gathering, processing and transportation expense 1.22 1.36 1.73 General and administrative - cash component 0.52 0.65 0.55 Total operating expense - cash $ 10.96 $ 11.26 $ 10.10 General and administrative - non-cash component $ 0.26 $ 0.25 $ 0.25 Depreciation, depletion, amortization and accretion $ 13.74 $ 14.67 $ 15.12 Interest expense, net $ 0.60 $ 0.71 $ 0.67 (1)Bbl equivalents are calculated using a conversion rate of six Mcf per one Bbl.(2)Hedged prices reflect the effect of our commodity derivative transactions on our average sales prices and include gains and losses on cash settlements for matured commodity derivatives, which we do not designate for hedge accounting. Hedged prices exclude gains or losses resulting from the early settlement of commodity derivative contracts.NON-GAAP FINANCIAL MEASURESADJUSTED EBITDAAdjusted EBITDA is a supplemental non-GAAP financial measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted EBITDA as net income (loss) attributable to Diamondback Energy, Inc., plus net income (loss) attributable to non-controlling interest ( net income (loss) ) before non-cash (gain) loss on derivative instruments, net, interest expense, net, depreciation, depletion, amortization and accretion, depreciation and interest expense related to equity method investments, (gain) loss on extinguishment of debt, impairment of oil and natural gas properties, non-cash equity-based compensation expense, capitalized equity-based compensation expense, other non-cash transactions and provision for (benefit from) income taxes. Adjusted EBITDA is not a measure of net income as determined by United States generally accepted accounting principles ( GAAP ). Management believes Adjusted EBITDA is useful because the measure allows it to evaluate the Company s operating performance and compare the results of its operations from period to period without regard to its financing methods or capital structure. The Company excludes the items listed above from net income (loss) to determine Adjusted EBITDA because these amounts can vary substantially from company to company within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Further, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of the Company s operating performance. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company s financial performance, such as a company s cost of capital and tax structure, as well as the historic costs of depreciable assets. The Company s computation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts.The following tables present a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP financial measure of Adjusted EBITDA Diamondback Energy, Inc. Reconciliation of Net Income (Loss) to Adjusted EBITDA (unaudited, in millions) Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Net income (loss) attributable to Diamondback Energy, Inc. $ 1,882 $ 1,907 Net income (loss) attributable to non-controlling interest 173 292 Net income (loss) 2,055 2,199 Non-cash (gain) loss on derivative instruments, net 64 80 Interest expense, net 56 119 Depreciation, depletion, amortization and accretion 1,272 2,565 Depreciation and interest expense related to equity method investments 12 26 (Gain) loss on extinguishment of debt (134) (133) Impairment of oil and natural gas properties 1,400 Non-cash equity-based compensation expense 33 64 Capitalized equity-based compensation expense (9) (18) Other non-cash transactions 11 27 Provision for (benefit from) income taxes 580 612 Consolidated Adjusted EBITDA 3,940 6,941 Less Adjustment for non-controlling interest 391 688 Adjusted EBITDA attributable to Diamondback Energy, Inc. $ 3,549 $ 6,253 ADJUSTED NET INCOMEAdjusted net income is a non-GAAP financial measure equal to net income (loss) attributable to Diamondback Energy, Inc. plus net income (loss) attributable to non-controlling interest ( net income (loss) ) adjusted for non-cash (gain) loss on derivative instruments, net, (gain) loss on extinguishment of debt, impairment of oil and natural gas properties, other non-cash transactions and related income tax adjustments. The Company s computation of adjusted net income may not be comparable to other similarly titled measures of other companies or to such measure in our credit facility or any of our other contracts. Management believes adjusted net income helps investors in the oil and natural gas industry to measure and compare the Company's performance to other oil and natural gas companies by excluding from the calculation items that can vary significantly from company to company depending upon accounting methods, the book value of assets and other non-operational factors. Further, in order to allow investors to compare the Company's performance across periods, the Company excludes the effects of significant transactions that may affect earnings but are unpredictable in nature, timing and amount, although they may recur in different reporting periods. The following table presents a reconciliation of the GAAP financial measure of net income (loss) attributable to Diamondback Energy, Inc. to the non-GAAP measure of adjusted net income Diamondback Energy, Inc. Adjusted Net Income (unaudited, $ in millions except per share data, shares in thousands) Three Months Ended June 30, 2026 Amounts Amounts Per Diluted Share Net income (loss) attributable to Diamondback Energy, Inc.(1) $ 1,882 $ 6.65 Net income (loss) attributable to non-controlling interest 173 0.62 Net income (loss)(1) 2,055 7.27 Non-cash (gain) loss on derivative instruments, net 64 0.23 (Gain) loss on extinguishment of debt (134) (0.48) Other non-cash transactions 11 0.04 Adjusted net income excluding above items(1) 1,996 7.06 Income tax adjustment for above items 13 0.05 Adjusted net income(1) 2,009 7.11 Less Adjusted net income attributable to non-controlling interest 176 0.63 Adjusted net income attributable to Diamondback Energy, Inc.(1) $ 1,833 $ 6.48 Weighted average common shares outstanding Basic 281,202 Diluted 281,202 (1)The Company s earnings (loss) per diluted share amount has been computed using the two-class method in accordance with GAAP. The two-class method is an earnings allocation which reflects the respective ownership among holders of common stock and participating securities. Diluted earnings per share using the two-class method is calculated as (i) net income attributable to Diamondback Energy, Inc., (ii) less the reallocation of $11 million in earnings attributable to participating securities, (iii) divided by diluted weighted average common shares outstanding for the respective periods.OPERATING CASH FLOW BEFORE WORKING CAPITAL CHANGES, FREE CASH FLOW AND ADJUSTED FREE CASH FLOWOperating cash flow before working capital changes, which is a non-GAAP financial measure, represents net cash provided by operating activities as determined under GAAP without regard to changes in working capital. The Company believes operating cash flow before working capital changes is a useful measure of an oil and natural gas company s ability to generate cash used to fund exploration, development and acquisition activities and service debt or pay dividends. The Company also uses this measure because changes in working capital relate to the timing of cash receipts and disbursements that the Company may not control and may not relate to the period in which the operating activities occurred. This allows the Company to compare its operating performance with that of other companies without regard to financing methods and capital structure.The Company defines Free Cash Flow, which is a non-GAAP financial measure, as cash flow from operating activities before changes in working capital in excess of cash capital expenditures. The Company defines Adjusted Free Cash Flow, which is a non-GAAP financial measure, as Free Cash Flow before the tax impact from divestitures (if any), merger and transaction expenses, costs of early termination of derivatives and settlements of any treasury locks (if any). The Company believes that Free Cash Flow and Adjusted Free Cash Flow are useful to investors as they provide a measure to compare both cash flow from operating activities and additions to oil and natural gas properties across periods on a consistent basis, adjusted, as applicable, for non-recurring impacts from divestitures, merger and transaction expenses, the early termination of derivative contracts and settlements of treasury locks. These measures should not be considered as an alternative to, or more meaningful than, net cash provided by operating activities as an indicator of liquidity. The Company's computation of Free Cash Flow may not be comparable to other similarly titled measures of other companies.The following tables present a reconciliation of the GAAP financial measure of net cash provided by operating activities to the non-GAAP measure of operating cash flow before working capital changes and to the non-GAAP measures of Free Cash Flow and Adjusted Free Cash Flow Diamondback Energy, Inc. Operating Cash Flow Before Working Capital Changes, Free Cash Flow and Adjusted Free Cash Flow (unaudited, in millions) Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 Net cash provided by operating activities $ 3,589 $ 5,417 Less Changes in cash due to changes in operating assets and liabilities Accounts receivable 216 (563) Accounts payable and accrued liabilities 53 (204) Income taxes payable (287) Revenues and royalties payable 254 324 Other 27 (104) Total working capital changes 263 (547) Operating cash flow before working capital changes 3,326 5,964 Additions to oil and natural gas properties (996) (1,929) Total Cash CAPEX (996) (1,929) Free Cash Flow 2,330 4,035 Merger and transaction expenses(1) 1 6 Early termination of derivatives 27 Adjusted Free Cash Flow $ 2,331 $ 4,068 (1)Includes $4 million of Viper's transaction expenses related to the Sitio Acquisition for the six months ended June 30, 2026.NET DEBTThe Company defines the non-GAAP measure of net debt as total debt (excluding debt issuance costs, discounts, premiums and unamortized basis adjustments) less cash and cash equivalents and restricted cash that has been irrevocably deposited for the redemption of principal amounts of outstanding senior notes. Net debt should not be considered an alternative to, or more meaningful than, total debt, the most directly comparable GAAP measure. Management uses net debt to determine the Company's outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. The Company believes this metric is useful to analysts and investors in determining the Company's leverage position because the Company has the ability to, and may decide to, use a portion of its cash and cash equivalents to reduce debt. Diamondback Energy, Inc. Net Debt (unaudited, in millions) June 30, 2026 Net Q2 Principal Borrowings (Repayments) March 31, 2026 December 31, 2025 September 30, 2025 June 30, 2025 Diamondback Energy, Inc.(1) $ 11,071 $ (1,377) $ 12,448 $ 12,462 $ 13,792 $ 14,212 Viper Energy, Inc.(1) 1,695 75 1,620 2,205 2,640 1,105 Total debt 12,766 $ (1,302) 14,068 14,667 16,432 15,317 Cash and cash equivalents (462) (174) (104) (539) (219) Net debt $ 12,304 $ 13,894 $ 14,563 $ 15,893 $ 15,098 (1)Excludes debt issuance costs, discounts, premiums and unamortized basis adjustments.DERIVATIVESAs of July 31, 2026, the Company had the following outstanding consolidated derivative contracts, including derivative contracts at Viper. The Company s derivative contracts are based upon reported settlement prices on commodity exchanges, with crude oil derivative settlements based on New York Mercantile Exchange West Texas Intermediate pricing and Crude Oil Brent pricing and with natural gas derivative settlements based on the New York Mercantile Exchange Henry Hub pricing. When aggregating multiple contracts, the weighted average contract price is disclosed. Crude Oil (Bbls day, $ Bbl) Q3 2026 Q4 2026 Q1 2027 Q2 2027 Q3 2027 Q4 2027 Long Puts - Crude Brent Oil 20,000 10,000 5,000 Long Put Price ($ Bbl) $52.50 $55.00 $55.00 Deferred Premium ($ Bbl) $-1.60 $-1.33 $-1.40 Long Puts - WTI (Magellan East Houston) 95,000 70,000 50,000 35,000 5,000 Long Put Price ($ Bbl) $50.53 $50.71 $50.00 $50.00 $50.00 Deferred Premium ($ Bbl) $-1.43 $-1.33 $-1.31 $-1.35 $-1.29 Long Puts - WTI (Cushing) 190,000 170,000 100,000 65,000 25,000 Long Put Price ($ Bbl) $52.57 $50.59 $50.00 $50.00 $50.00 Deferred Premium ($ Bbl) $-1.30 $-1.28 $-1.34 $-1.34 $-1.41 Put Spreads WTI (Cushing) 15,000 Long Put Price ($ Bbl) $50.00 Short Put Price ($ Bbl) $55.00 Basis Swaps - WTI (Midland) 85,000 85,000 20,000 20,000 10,000 10,000 $1.09 $1.09 $1.51 $1.51 $1.01 $1.01 WTI Brent Basis Puts 290,000 290,000 Spread ($ Bbl) $-42.76 $-41.03 Deferred Premium ($ Bbl) $-1.52 $-1.44 Roll Swaps - WTI 150,000 150,000 $2.89 $2.89 Natural Gas (Mmbtu day, $ Mmbtu) Q3 2026 Q4 2026 FY 2027 FY 2028 Costless Collars - Henry Hub 840,000 840,000 720,000 50,000 Floor Price ($ Mmbtu) $2.87 $2.87 $2.88 $2.60 Ceiling Price ($ Mmbtu) $6.35 $6.35 $6.37 $5.78 Natural Gas Basis Swaps - Waha Hub 650,000 650,000 370,000 $-1.87 $-1.75 $-1.27 Natural Gas Basis Swaps - Houston Ship Channel 100,000 100,000 300,000 90,000 $-0.35 $-0.35 $-0.31 $-0.34 Investor Contact Adam Lawlis+1 432.221.7467alawlis diamondbackenergy.com

EX-99.2 3 diamondbackex992-8x3x26.htm EX-99.2 DocumentExhibit 99.2LETTER TO STOCKHOLDERS ISSUED BY DIAMONDBACK ENERGY, INC.Midland, TX (August 3, 2026)Diamondback Stockholders,This letter is meant to be a supplement to our earnings release and is being furnished to the Securities and Exchange Commission (SEC) and released to our stockholders simultaneously with our earnings release. Please see the information regarding forward-looking statements and non-GAAP financial information included at the end of this letter.Macro Update The disruption of oil flows through the Strait of Hormuz has triggered the largest supply shock in the history of the global oil market. Global oil production in May was estimated to be 13.6 million barrels per day below pre-conflict levels, with global observed inventories drawing an estimated 143 million barrels in the month1. As a result, prices spiked and volatility surged.Diamondback responded to this price signal by leveraging our significant inventory of drilled but uncompleted wells. We were able to quickly add an additional completion crew and immediately brought incremental barrels to market, adding significant cash flow and value for our stockholders.Today, the macro backdrop remains highly volatile. Oil flows are recovering in fits and starts with significant future uncertainty. The supply shock drove record global inventory draws, averaging an estimated 3.8 million barrels per day from the onset of the conflict and accelerating to an estimated 4.6 million barrels per day in May2. These draws will eventually have to reverse, and we believe the restocking required to rebuild global inventories has structurally raised the floor for oil prices compared to pre-conflict prices. The timing of the eventual supply normalization is impossible to predict and we therefore expect this volatility to continue. Through this volatility, our priorities remain unchanged execute with the best capital efficiency in the industry and allocate Free Cash Flow appropriately to maximize long-term stockholder value.1 Source International Energy Agency, Oil Market Report June 2026 (June 17, 2026). 2 Inventory figures reflect International Energy Agency's preliminary estimates of observed global stocks.Second Quarter 2026 Operational PerformanceSecond quarter oil production averaged 525 MBO d, 1% above what we produced in the first quarter and at the top end of our guidance range. Total production for the quarter averaged 1,018 MBOE d, putting Diamondback s average production above one million barrels of oil equivalent per day for the first time in our Company s history.We are honored to join the million barrel of oil equivalent per day club as an independent oil and gas company born and raised in Midland, Texas. It was just 2012 when Diamondback was barely producing 3,000 BOE d from vertical Wolfberry wells. That same year, Diamondback launched a failed sales process. In fact, we received zero bids from eight potential suitors, forcing us to go public as our only viable strategic alternative. Those early days formed our identity and ingrained the unique culture we still have today. I, and all our employees, owe a debt of gratitude to the founders who took a chance on building this company our success is directly attributable to the decisions they made back then.As a result of our year-to-date volume outperformance, we are raising full-year oil production guidance to 522+ MBO d (from 520+) and total production guidance to 1,000+ MBOE d (from 972+). Our full-year capex guidance remains unchanged at approximately $3.90 billion.Cash capital expenditures for the quarter were $996 million, in line with guidance. While we have not seen significant service cost inflation to date outside of fuel and fuel-adjacent costs, we expect to see inflation on fixed costs (such as casing) through the rest of this year and into 2027 as we anticipate activity levels and rig count in the Permian Basin to grow. We have a track record of offsetting inflation with efficiency gains in the field and we will challenge our teams to do so again during this cycle.Lease operating expense declined in the second quarter to $5.96 per BOE from $6.21 in the first quarter as the team did a great job minimizing both production downtime and our backlog ratio. Additionally, cash G A fell to $0.52 per BOE from $0.65 per BOE in the first quarter. Together these improvements brought total cash operating expense to $10.96 per BOE, down 3% quarter over quarter.Our operations teams delivered another strong quarter while managing a meaningful step-up in activity. The team drilled its longest well ever at a record 31,465' total depth, drilled the three lowest-cost Wolfcamp D wells in our history and executed our first six U-turn wells (3-mile laterals, 1.5 miles out and back). Completions delivered its first full quarter of continuous pumping with 21.3 hours of average pumping time per day which translated to an average of 4,700 lateral feet completed per day. Equipment cost per well fell 14% quarter over quarter, and our gas offload strategy contributed to an estimated 24% reduction in flaring quarter over quarter, helping protect 1,400 MBO of oil that would otherwise have been choked back due to takeaway constraints.We continue to test and develop our chemical Enhanced Oil Recovery program, and the early results have us increasingly excited about the opportunity ahead. Our second batch of well tests is currently flowing back with encouraging results, building on the momentum of our pilot 50-well program that we completed in the second half of 2025. We believe improving oil recovery factors across the Permian Basin is one of the most important frontiers emerging in our industry today. Unlocking even a fraction more of the barrels in place beneath our thousands of producing wells represents one of the highest-return uses of capital available anywhere in our business. A modest uplift in recovery factor, applied across a well base of this scale, has the potential to rival the value created by the drillbit itself without adding a single new location to our inventory.We intend to be on the front foot here not only learning and testing new methods, but also positioning ourselves to invest behind them with conviction as the data set matures. We are building the technical foundation today to deploy capital across these opportunities at scale tomorrow. The durability and low cost of our inventory are precisely what afford us the flexibility to pursue this next leg of value creation at our own pace.Second Quarter 2026 Financial PerformanceWe generated $3.6 billion in net cash from operating activities in the second quarter, which translated to $2.3 billion of Free Cash Flow and Adjusted Free Cash Flow. Per-share growth through the commodity price cycles remains a core tenet of our value proposition, and nothing demonstrates this better than the nearly two years since closing the Endeavor merger. Comparing the second quarter of 2026 to the second quarter of 2024 net cash provided by operating activities per share has grown 49%, Free Cash Flow per share has grown 81% and oil production per share has grown 21%. These results extend a decade of compounding per-share metrics net cash provided by operating activities per share has grown roughly nineteen-fold since 2016, oil production and reserves per share have more than quadrupled and the dividend has compounded 8.8 times since its 2018 initiation. Gas MonetizationSecond quarter gas realizations were negative $2.15 Mcf (pre-hedge), a direct consequence of insufficient takeaway capacity trapping gas in West Texas. This issue was compounded by spring pipeline maintenance that drove Waha pricing to a record low of approximately negative $10 Mcf. The basis hedges we layered on over the last couple years helped insulate us from this negative pricing complex, but we did not exit the quarter unscathed. With new takeaway capacity coming online, Waha turned positive in July and has held up since, setting up what we view as a meaningful tailwind for the coming years. To combat the persistent gas takeaway issues in the Permian Basin, we have deliberately been building in optionality for our gas molecules. We have significantly increased our pipeline capacity via commitments to multiple long-haul pipelines to the Gulf Coast while also working to develop local paths to in-basin demand. Our additional secured takeaway capacity is expected to more than double our long-haul takeaway by the end of this year, structurally shifting our price exposure toward larger demand hubs. We believe in the long-term thesis for gas demand growth in this country, with both LNG buildout and power generation driving this need for incremental future supply. We always talk internally that the Permian hasn t even tried to produce gas yet, and we think that still holds true today. Should there ever be a price signal calling for Permian gas growth, whether it be for power needs for AI data centers, LNG demand or simply replacing supply, we are confident the Permian Basin will be able to answer that call.Over the past few months, we have been pleased to see announcements for sizable behind-the-meter data center buildouts in the Permian Basin. We continue to firmly believe the best way to assuage the public s concerns on data centers and their potential impact on the average American s energy affordability is to build them where energy (through the natural gas molecule) and land are abundant. There is no better place in the country to do this today than the Permian Basin. Diamondback continues to work on bringing additional gigawatt+ scale power opportunities to West Texas on our surface acreage. We have a large, shovel-ready project that we are working to bring to fruition and will provide more detail when we have a signed long-term contract with a credible counterparty.Capital AllocationLast quarter, we emphasized that maximizing flexibility for the allocation of Free Cash Flow is paramount to long-term value creation in a cyclical, commodity-based business. The second quarter proved this point. By removing our prior formulaic return of capital framework, we were able to materially accelerate absolute debt reduction. We reduced consolidated total debt by approximately $1.3 billion quarter over quarter to $12.8 billion, and consolidated net debt by approximately $1.6 billion quarter over quarter to $12.3 billion. In the last 12 months, we have reduced our consolidated total debt by $2.6 billion, or 17%, and our consolidated net debt by $2.8 billion, or 19%. We expect to continue to prioritize debt reduction and use excess Free Cash Flow to improve the balance sheet.Today, we also announced that our Board of Directors has approved the doubling of our share repurchase authorization to $16.0 billion. Since initiating our buyback program in 2021, we have repurchased 43 million shares for $6.1 billion at an average price of $142.44 per share. Today s increased authorization provides significant capacity and flexibility to opportunistically repurchase our shares when they are trading below our view of per share value at a conservative mid-cycle oil price with a rate of return above our implied cost of capital.For example, during the second quarter, we repurchased approximately 756,000 shares for $141 million at an average price of $186.63 per share. As the share price weakened early in the third quarter, we increased our pace, repurchasing 547,716 additional shares for $100 million at an average price of approximately $182.32 per share. This is exactly how the program is set to work maximize flexibility to step in when volatility creates opportunity.ClosingDuring the second quarter, we were able to move quickly to take advantage of an elevated oil pricing environment. Our operations team demonstrated why they are the best in the business, putting us in an advantaged position to bring forward material value on our differentiated asset base. We were able to generate significant Free Cash Flow, allocate it appropriately and continue to create stockholder value for you, the owners of the Company.As always, we are grateful for the trust you have placed in us and thank you for your interest in Diamondback Energy.Sincerely,Kaes Van't HofChief Executive Officer and DirectorInvestor Contact Adam Lawlis+1 432.221.7467alawlis diamondbackenergy.com Forward-Looking Statements This letter contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which involve risks, uncertainties, and assumptions. All statements, other than statements of historical fact, including statements regarding Diamondback s future performance business strategy future operations (including drilling plans and capital plans) estimates and projections of revenues, losses, costs, expenses, returns, cash flow, and financial position reserve estimates and its ability to replace or increase reserves anticipated benefits or other effects of strategic transactions (including the Double Eagle acquisition and the Sitio acquisition completed by Diamondback's subsidiary, Viper Energy, Inc. ( Viper ), and other acquisitions, divestitures or reorganizations) and plans and objectives of management (including plans for future cash flow from operations and for executing environmental strategies) are forward-looking statements. When used in this letter, the words aim, anticipate, believe, continue, could, estimate, expect, forecast, future, guidance, intend, may, model, outlook, plan, positioned, potential, predict, project, seek, should, target, will, would, and similar expressions (including the negative of such terms) as they relate to Diamondback are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Although Diamondback believes that the expectations and assumptions reflected in its forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond Diamondback s control. Accordingly, forward-looking statements are not guarantees of future performance and Diamondback s actual outcomes could differ materially from what Diamondback has expressed in its forward-looking statements.Factors that could cause the outcomes to differ materially include (but are not limited to) the following geopolitics and market conditions, including changes in supply and demand levels for oil, natural gas and natural gas liquids and the resulting impact on the price for those commodities changes in U.S. energy, environmental, monetary and trade policies, including with respect to tariffs or other trade barriers and any resulting trade tensions actions taken by the members of OPEC and its non-OPEC allies (OPEC+) affecting the production and pricing of oil, as well as other domestic and global political, economic, or diplomatic developments changes in general economic, business or industry conditions, including changes in foreign currency exchange rates, interest rates, inflation rates, and instability in the financial sector regional supply and demand factors, including delays, curtailment delays or interruptions of production, or governmental orders, rules or regulations that impose production limits federal and state legislative and regulatory initiatives relating to hydraulic fracturing, including the effect of existing and future laws and governmental regulations physical and transition risks relating to climate change, changing political and social perspectives on climate change and other environmental, social and governance factors, and risks from our publicly disclosed targets related to sustainability and emissions reduction initiatives challenges in developing our existing leasehold acreage and finding, developing or acquiring additional reserves restrictions on the use of water, including limits on the use of produced water and a moratorium on new produced water disposal well permits recently imposed by the Texas Railroad Commission in an effort to control induced seismicity in the Permian Basin significant declines in prices for oil, natural gas, or natural gas liquids, which could require recognition of significant impairment charges conditions in the capital, financial and credit markets, including the availability and pricing of capital for acquisitions, exploration and development operations challenges with employee retention and an increasingly competitive labor market changes in availability or cost of rigs, equipment, raw materials, supplies and oilfield services changes in safety, health, environmental, tax and other regulations or requirements (including those addressing air emissions, water management, or the impact of global climate change) security threats, including cybersecurity threats and disruptions to our business and operations from breaches of our information technology systems, or from breaches of information technology systems of third parties with whom we transact business lack of, or disruption in, access to adequate and reliable electrical power, internet and telecommunication infrastructure, information and computer systems, transportation, processing, storage and other facilities for our oil, natural gas and natural gas liquids failures or delays in achieving expected reserve or production levels from existing and future oil and natural gas developments, including due to operating hazards, drilling risks, or the inherent uncertainties in predicting reserve and reservoir performance inability to keep pace with technological developments in our industry failure to meet our obligations under our oil purchase contracts loss of one or more customers or their inability to meet their obligations geographical concentration of our primary operations risks from our return of capital commitment, and uncertainties over our future dividends and share repurchases difficulty in obtaining necessary approvals and permits severe weather conditions and natural disasters changes in the financial strength of counterparties to our credit facilities and hedging contracts our substantial indebtedness and restrictions to our operating and financial flexibility changes in our credit rating failure to identify, complete and successfully integrate acquisitions, including Viper s Riverbend acquisition, the Double Eagle acquisition and Viper s Sitio acquisition the Endeavor stockholders ability to significantly influence our business and potential conflicts of interest and other risks described in Part I, Item 1A of Diamondback s Annual Report on Form 10-K, filed with the SEC on February 25, 2026, and those risks disclosed in its subsequent filings on Forms 10-Q and 8-K, which can be obtained free of charge on the SEC s website at http www.sec.gov and Diamondback s website at www.diamondbackenergy.com investors.In light of these factors, the events anticipated by Diamondback s forward-looking statements may not occur at the time anticipated or at all. Moreover, Diamondback operates in a very competitive and rapidly changing environment and new risks emerge from time to time. Diamondback cannot predict all risks, nor can it assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those anticipated by any forward-looking statements it may make. Accordingly, you should not place undue reliance on any forward-looking statements. All forward-looking statements speak only as of the date of this letter or, if earlier, as of the date they were made. Diamondback does not intend to, and disclaims any obligation to, update or revise any forward-looking statements unless required by applicable law.Non-GAAP Financial MeasuresThis letter includes financial information not prepared in conformity with generally accepted accounting principles (GAAP), such as Free Cash Flow, Free Cash Flow per share, Adjusted Free Cash Flow, and net debt. The non-GAAP information should be considered by the reader in addition to, but not instead of, financial information prepared in accordance with GAAP. A reconciliation of the differences between these non-GAAP financial measures and the most directly comparable GAAP financial measures can be found in Diamondback's quarterly results, which are posted on Diamondback's website at www.diamondbackenergy.com investors and included as Exhibit 99.1 to the Current Report on Form 8-K filed by Diamondback with the SEC that also includes this letter as Exhibit 99.2. Furthermore, this letter includes or references certain forward-looking, non-GAAP financial measures. Because Diamondback provides these measures on a forward-looking basis, it cannot reliably or reasonably predict certain of the necessary components of the most directly comparable forward-looking GAAP financial measures, such as future impairments and future changes in working capital. Accordingly, Diamondback is unable to present a quantitative reconciliation of such forward-looking, non-GAAP financial measures to the respective most directly comparable forward-looking GAAP financial measures. Diamondback believes that these forward-looking, non-GAAP measures may be a useful tool for the investment community in comparing Diamondback's forecasted financial performance to the forecasted financial performance of other companies in the industry.