UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31,September 30, 2023
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF SECURITIES EXCHANGE ACT OF 1934
Commission File Number 001-35700
 
Diamondback Energy, Inc.
(Exact Name of Registrant As Specified in Its Charter)
DE45-4502447
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification Number)
500 West Texas Ave.
Suite 100
Midland, TX79701
(Address of principal executive offices)(Zip code)
(432) 221-7400
(Registrant’s telephone number, including area code)
 Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockFANGThe Nasdaq Stock Market LLC
(NASDAQ Global Select Market)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One):
Large Accelerated FilerAccelerated Filer
Non-Accelerated FilerSmaller Reporting Company
Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes       No   

As of April 28,November 3, 2023, the registrant had 181,093,498178,984,911 shares of common stock outstanding.



DIAMONDBACK ENERGY, INC.
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31,SEPTEMBER 30, 2023
TABLE OF CONTENTS
Page


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GLOSSARY OF OIL AND NATURAL GAS TERMS
The following is a glossary of certain oil and natural gas industry terms that are used in this Quarterly Report on Form 10-Q (this “report”):
Argus WTI HoustonGrade of oil that serves as a benchmark price for oil at Houston, Texas.
Argus WTI MidlandCrudeGrade of oil that serves as a benchmark price indexfor oil at the Permian Basin.Midland, Texas.
BasinA large depression on the earth’s surface in which sediments accumulate.
Bbl or barrelOne stock tank barrel, or 42 U.S. gallons liquid volume, used in this report in reference to crude oil or other liquid hydrocarbons.
BOOne barrel of crude oil.
BO/dOne BO per day.
BOEOne barrel of oil equivalent, with six thousand cubic feet of natural gas being equivalent to one barrel of oil.
BOE/dBOE per day.
BrentA major trading classification of light sweet oil that serves as a benchmark price for oil worldwide.
British Thermal Unit or BtuThe quantity of heat required to raise the temperature of one pound of water by one degree Fahrenheit.
CompletionThe process of treating a drilled well followed by the installation of permanent equipment for the production of natural gas or oil, or in the case of a dry hole, the reporting of abandonment to the appropriate agency.
Gross acres or gross wellsThe total acres or wells, as the case may be, in which a working interest is owned.
Henry HubLouisianaNatural gas gathering point that serves as a benchmark price for natural gas pricing index.futures on the NYMEX.
Horizontal wellsWells drilled directionally horizontal to allow for development of structures not reachable through traditional vertical drilling mechanisms.
MBblOne thousand barrels of crude oil and other liquid hydrocarbons.
MBOEOne thousand BOE.
MBOE/dOne thousand BOE per day.
McfOne thousand cubic feet of natural gas.
Mineral interestsThe interests in ownership of the resource and mineral rights, giving an owner the right to profit from the extracted resources.
MMBtuOne million British Thermal Units.
MMcfMillion cubic feet of natural gas.
Net acres or net wellsThe sum of the fractional working interest owned in gross acres.
Oil and natural gas propertiesTracts of land consisting of properties to be developed for oil and natural gas resource extraction.
ProspectA specific geographic area which, based on supporting geological, geophysical or other data and also preliminary economic analysis using reasonably anticipated prices and costs, is deemed to have potential for the discovery of commercial hydrocarbons.
Proved reservesThe estimated quantities of oil, natural gas and natural gas liquids which geological and engineering data demonstrate with reasonable certainty to be commercially recoverable in future years from known reservoirs under existing economic and operating conditions.
ReservesThe estimated remaining quantities of oil and natural gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. In addition, there must exist, or there must be a reasonable expectation that there will exist, the legal right to produce or a revenue interest in the production, installed means of delivering oil and natural gas or related substances to the market and all permits and financing required to implement the project. Reserves are not assigned to adjacent reservoirs isolated by major, potentially sealing, faults until those reservoirs are penetrated and evaluated as economically producible. Reserves should not be assigned to areas that are clearly separated from a known accumulation by a non-productive reservoir (i.e., absence of reservoir, structurally low reservoir or negative test results). Such areas may contain prospective resources (i.e., potentially recoverable resources from undiscovered accumulations).
ReservoirA porous and permeable underground formation containing a natural accumulation of producible natural gas and/or crude oil that is confined by impermeable rock or water barriers and is separate from other reservoirs.
Royalty interestAn interest that gives an owner the right to receive a portion of the resources or revenues without having to carry any costs of development, which may be subject to expiration.
Waha HubWest TexasNatural gas gathering point that serves as a benchmark price for natural gas index.at western Texas and New Mexico.
Working interestAn operating interest that gives the owner the right to drill, produce and conduct operating activities on the property and receive a share of production and requires the owner to pay a share of the costs of drilling and production operations.
WTIWest Texas Intermediate.Intermediate, a light sweet blend of oil produced from fields in western Texas and is a grade of oil that serves as a benchmark for oil on the NYMEX.
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GLOSSARY OF CERTAIN OTHER TERMS
The following is a glossary of certain other terms that are used in this report:
ASUAccounting Standards Update.
Equity PlanThe Company’s 2021 Amended and Restated Equity Incentive Plan.
Exchange ActThe Securities Exchange Act of 1934, as amended.
FASBFinancial Accounting Standards Board.
GAAPAccounting principles generally accepted in the United States.
LIBORThe London interbank offered rate.
NasdaqThe Nasdaq Global Select Market.
NYMEXNew York Mercantile Exchange.
OPECOrganization of the Petroleum Exporting Countries.
SECUnited States Securities and Exchange Commission.
Securities ActThe Securities Act of 1933, as amended.
Guaranteed Senior NotesThe outstanding senior notes issued by Diamondback Energy, Inc. under indentures where Diamondback E&P is the sole guarantor, consisting of the 3.250% Senior Notes due 2026, 3.500% Senior Notes due 2029, 3.125% Senior Notes due 2031, 6.250% Senior Notes due 2033, 4.400% Senior Notes due 2051, 4.250% Senior Notes due 2052 and 6.250% Senior Notes due 2053.
SOFRThe secured overnight financing rate.
TSRTotal stockholder return of the Company’s common stock.
Wells FargoWells Fargo Bank, National Association.

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Various statements contained in this report are “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 our: 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 our ability to replace or increase reserves; anticipated benefits of strategic transactions (including acquisitions and divestitures); 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 report, 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 the Company are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. In particular, the factors discussed in this report and detailed under Part II, Item 1A. Risk Factors in this report and our Annual Report on Form 10–K for the year ended December 31, 2022 could affect our actual results and cause our actual results to differ materially from expectations, estimates or assumptions expressed, forecasted or implied in such forward-looking statements. Unless the context requires otherwise, references to “we,” “us,” “our” or the “Company” are intended to mean the business and operations of the Company and its consolidated subsidiaries.

Factors that could cause our outcomes to differ materially include (but are not limited to) the following:

changes in supply and demand levels for oil, natural gas and natural gas liquids, and the resulting impact on the price for those commodities;
the impact of public health crises, including epidemic or pandemic diseases such as the COVID-19 pandemic, and any related company or government policies or actions;
actions taken by the members of OPEC and Russia 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 and inflation rates, instability in the financial sector and concerns over a potential economic downturn or recession;
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;
restrictions on the use of water, including limits on the use of produced water and a moratorium on new produced water 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;
changes in U.S. energy, environmental, monetary and trade policies;
conditions in the capital, financial and credit markets, including the availability and pricing of capital for drilling and development operations and our environmental and social responsibility projects;
challenges with employee retention and an increasingly competitive labor market due to a sustained labor shortage or increased turnover caused by the COVID-19 pandemic;market;
changes in availability or cost of rigs, equipment, raw materials, supplies, 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 transportation, processing, storage and other facilities for our oil, natural gas and natural gas liquids;
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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;
difficulty in obtaining necessary approvals and permits;
severe weather conditions;
acts of war or terrorist acts and the governmental or military response thereto;
changes in the financial strength of counterparties to our credit agreement and hedging contracts;
changes in our credit rating; and
other risks and factors disclosed in this report.

In light of these factors, the events anticipated by our forward-looking statements may not occur at the time anticipated or at all. Moreover, we operate in a very competitive and rapidly changing environment and new risks emerge from time to time. We cannot predict all risks, nor can we assess the impact of all factors on our 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 we may make. Accordingly, you should not place undue reliance on any forward-looking statements made in this report. All forward-looking statements speak only as of the date of this report or, if earlier, as of the date they were made. We do not intend to, and disclaim any obligation to, update or revise any forward-looking statements unless required by applicable law.
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PART I. FINANCIAL INFORMATION


ITEM 1.     CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Diamondback Energy, Inc. and SubsidiariesDiamondback Energy, Inc. and SubsidiariesDiamondback Energy, Inc. and Subsidiaries
Condensed Consolidated Balance SheetsCondensed Consolidated Balance SheetsCondensed Consolidated Balance Sheets
(Unaudited)(Unaudited)(Unaudited)
March 31,December 31,September 30,December 31,
2023202220232022
(In millions, except par values and share data)(In millions, except par values and share data)
AssetsAssetsAssets
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$46 $157 Cash and cash equivalents$827 $157 
Restricted cashRestricted cashRestricted cash
Accounts receivable:Accounts receivable:Accounts receivable:
Joint interest and other, netJoint interest and other, net148 104 Joint interest and other, net191 104 
Oil and natural gas sales, netOil and natural gas sales, net606 618 Oil and natural gas sales, net789 618 
InventoriesInventories69 67 Inventories70 67 
Derivative instrumentsDerivative instruments60 132 Derivative instruments132 
Income tax receivableIncome tax receivable188 284 Income tax receivable16 284 
Prepaid expenses and other current assetsPrepaid expenses and other current assets36 23 Prepaid expenses and other current assets19 23 
Total current assetsTotal current assets1,160 1,392 Total current assets1,916 1,392 
Property and equipment:Property and equipment:Property and equipment:
Oil and natural gas properties, full cost method of accounting ($8,711 million and $8,355 million excluded from amortization at March 31, 2023 and December 31, 2022, respectively)39,321 37,122 
Oil and natural gas properties, full cost method of accounting ($8,239 million and $8,355 million excluded from amortization at September 30, 2023 and December 31, 2022, respectively)Oil and natural gas properties, full cost method of accounting ($8,239 million and $8,355 million excluded from amortization at September 30, 2023 and December 31, 2022, respectively)40,647 37,122 
Other property, equipment and landOther property, equipment and land1,431 1,481 Other property, equipment and land706 1,481 
Accumulated depletion, depreciation, amortization and impairmentAccumulated depletion, depreciation, amortization and impairment(15,238)(14,844)Accumulated depletion, depreciation, amortization and impairment(15,988)(14,844)
Property and equipment, netProperty and equipment, net25,514 23,759 Property and equipment, net25,365 23,759 
Funds held in escrowFunds held in escrow— 119 Funds held in escrow50 119 
Equity method investmentsEquity method investments573 566 Equity method investments519 566 
Assets held for saleAssets held for sale143 158 Assets held for sale— 158 
Derivative instrumentsDerivative instruments23 Derivative instruments23 
Deferred income taxes, netDeferred income taxes, net62 64 Deferred income taxes, net60 64 
Investment in real estate, netInvestment in real estate, net86 86 Investment in real estate, net85 86 
Other assetsOther assets43 42 Other assets53 42 
Total assetsTotal assets$27,589 $26,209 Total assets$28,049 $26,209 
Liabilities and Stockholders’ EquityLiabilities and Stockholders’ EquityLiabilities and Stockholders’ Equity
Current liabilities:Current liabilities:Current liabilities:
Accounts payable - tradeAccounts payable - trade$241 $127 Accounts payable - trade$358 $127 
Accrued capital expendituresAccrued capital expenditures466 480 Accrued capital expenditures397 480 
Current maturities of long-term debtCurrent maturities of long-term debt10 10 Current maturities of long-term debt— 10 
Other accrued liabilitiesOther accrued liabilities350 399 Other accrued liabilities428 399 
Revenues and royalties payableRevenues and royalties payable716 619 Revenues and royalties payable782 619 
Derivative instrumentsDerivative instruments52 47 Derivative instruments139 47 
Income taxes payableIncome taxes payable51 34 Income taxes payable37 34 
Total current liabilitiesTotal current liabilities1,886 1,716 Total current liabilities2,141 1,716 
Long-term debtLong-term debt6,950 6,238 Long-term debt6,230 6,238 
Derivative instrumentsDerivative instruments150 148 Derivative instruments199 148 
Asset retirement obligationsAsset retirement obligations306 336 Asset retirement obligations240 336 
Deferred income taxesDeferred income taxes2,161 2,069 Deferred income taxes2,243 2,069 
Other long-term liabilitiesOther long-term liabilities13 12 Other long-term liabilities12 12 
Total liabilitiesTotal liabilities11,466 10,519 Total liabilities11,065 10,519 
Commitments and contingencies (Note 14)Commitments and contingencies (Note 14)Commitments and contingencies (Note 14)
Stockholders’ equity:Stockholders’ equity:Stockholders’ equity:
Common stock, $0.01 par value; 400,000,000 shares authorized; 181,604,781 and 179,840,797 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively
Common stock, $0.01 par value; 400,000,000 shares authorized; 178,815,302 and 179,840,797 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectivelyCommon stock, $0.01 par value; 400,000,000 shares authorized; 178,815,302 and 179,840,797 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively
Additional paid-in capitalAdditional paid-in capital14,502 14,213 Additional paid-in capital14,149 14,213 
Retained earnings (accumulated deficit)Retained earnings (accumulated deficit)967 801 Retained earnings (accumulated deficit)2,136 801 
Accumulated other comprehensive income (loss)Accumulated other comprehensive income (loss)(7)(7)Accumulated other comprehensive income (loss)(7)(7)
Total Diamondback Energy, Inc. stockholders’ equityTotal Diamondback Energy, Inc. stockholders’ equity15,464 15,009 Total Diamondback Energy, Inc. stockholders’ equity16,280 15,009 
Non-controlling interestNon-controlling interest659 681 Non-controlling interest704 681 
Total equityTotal equity16,123 15,690 Total equity16,984 15,690 
Total liabilities and equityTotal liabilities and equity$27,589 $26,209 Total liabilities and equity$28,049 $26,209 


See accompanying notes to condensed consolidated financial statements.
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Diamondback Energy, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended March 31,
20232022
(In millions, except per share amounts, shares in thousands)
Revenues:
Oil sales$1,654 $1,946 
Natural gas sales69 154 
Natural gas liquid sales179 289 
Other operating income23 19 
Total revenues1,925 2,408 
Costs and expenses:
Lease operating expenses192 149 
Production and ad valorem taxes155 161 
Gathering and transportation68 59 
Depreciation, depletion, amortization and accretion403 313 
General and administrative expenses40 36 
Merger and integration expenses— 
Other operating expenses34 30 
Total costs and expenses900 748 
Income (loss) from operations1,025 1,660 
Other income (expense):
Interest expense, net(46)(40)
Other income (expense), net53 
Gain (loss) on derivative instruments, net(93)(552)
Gain (loss) on extinguishment of debt— (54)
Income (loss) from equity investments14 
Total other income (expense), net(72)(636)
Income (loss) before income taxes953 1,024 
Provision for (benefit from) income taxes207 221 
Net income (loss)746 803 
Net income (loss) attributable to non-controlling interest34 24 
Net income (loss) attributable to Diamondback Energy, Inc.$712 $779 
Earnings (loss) per common share:
Basic$3.88 $4.35 
Diluted$3.88 $4.35 
Weighted average common shares outstanding:
Basic181,988 177,565 
Diluted181,988 177,567 
Dividends declared per share$0.83 $3.05 



Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In millions, except per share amounts, shares in thousands)
Revenues:
Oil sales$1,997 $1,853 $5,359 $5,988 
Natural gas sales80 296 197 714 
Natural gas liquid sales188 268 507 856 
Sales of purchased oil59 — 59 — 
Other operating income16 20 62 55 
Total revenues2,340 2,437 6,184 7,613 
Costs and expenses:
Lease operating expenses226 183 618 491 
Production and ad valorem taxes118 156 421 495 
Gathering and transportation73 71 209 191 
Depreciation, depletion, amortization and accretion442 336 1,277 979 
Purchased oil expense59 — 59 — 
General and administrative expenses34 34 111 109 
Merger and integration expenses11 11 11 
Other operating expenses47 32 113 85 
Total costs and expenses1,000 823 2,819 2,361 
Income (loss) from operations1,340 1,614 3,365 5,252 
Other income (expense):
Interest expense, net(41)(43)(138)(122)
Other income (expense), net37 (5)69 (3)
Gain (loss) on derivative instruments, net(76)(24)(358)(677)
Gain (loss) on extinguishment of debt— (1)(4)(59)
Income (loss) from equity investments19 39 56 
Total other income (expense), net(71)(54)(392)(805)
Income (loss) before income taxes1,269 1,560 2,973 4,447 
Provision for (benefit from) income taxes276 290 648 913 
Net income (loss)993 1,270 2,325 3,534 
Net income (loss) attributable to non-controlling interest78 86 142 155 
Net income (loss) attributable to Diamondback Energy, Inc.$915 $1,184 $2,183 $3,379 
Earnings (loss) per common share:
Basic$5.07 $6.72 $12.01 $18.99 
Diluted$5.07 $6.72 $12.01 $18.99 
Weighted average common shares outstanding:
Basic178,872 174,406 180,400 176,169 
Diluted178,872 174,408 180,400 176,171 
Dividends declared per share$3.37 $2.26 $5.04 $8.36 





See accompanying notes to condensed consolidated financial statements.
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Diamondback Energy, Inc. and Subsidiaries
Condensed Consolidated Statements of Stockholders’ Equity
(Unaudited)
Common StockAdditional Paid-in CapitalRetained Earnings (Accumulated Deficit)Accumulated
Other
Comprehensive
Income (Loss)
Non-Controlling InterestTotalCommon StockAdditional Paid-in CapitalRetained Earnings (Accumulated Deficit)Accumulated
Other
Comprehensive
Income (Loss)
Non-Controlling InterestTotal
SharesAmountSharesAmount
($ in millions, shares in thousands)($ in millions, shares in thousands)
Balance December 31, 2022Balance December 31, 2022179,841 $$14,213 $801 $(7)$681 $15,690 Balance December 31, 2022179,841 $$14,213 $801 $(7)$681 $15,690 
Unit-based compensationUnit-based compensation— — — — — Unit-based compensation— — — — — 
Distribution equivalent rights paymentsDistribution equivalent rights payments— — — (4)— — (4)Distribution equivalent rights payments— — — (4)— — (4)
Stock-based compensationStock-based compensation— — 15 — — — 15 Stock-based compensation— — 15 — — — 15 
Cash paid for tax withholding on vested equity awardsCash paid for tax withholding on vested equity awards(119)— (18)— — — (18)Cash paid for tax withholding on vested equity awards(119)— (18)— — — (18)
Repurchased shares under buyback programRepurchased shares under buyback program(2,531)— (332)— — — (332)Repurchased shares under buyback program(2,531)— (332)— — — (332)
Repurchased units under buyback programsRepurchased units under buyback programs— — — — — (34)(34)Repurchased units under buyback programs— — — — — (34)(34)
Common shares issued for acquisitionCommon shares issued for acquisition4,330 — 633 — — — 633 Common shares issued for acquisition4,330 — 633 — — — 633 
Distributions to non-controlling interestDistributions to non-controlling interest— — — — — (34)(34)Distributions to non-controlling interest— — — — — (34)(34)
Dividend paidDividend paid— — — (542)— — (542)Dividend paid— — — (542)— — (542)
Exercise of stock options and issuance of restricted stock units and awardsExercise of stock options and issuance of restricted stock units and awards84 — — — — — — Exercise of stock options and issuance of restricted stock units and awards84 — — — — — — 
Change in ownership of consolidated subsidiaries, netChange in ownership of consolidated subsidiaries, net— — (9)— — 11 Change in ownership of consolidated subsidiaries, net— — (9)— — 11 
Net income (loss)Net income (loss)— — — 712 — 34 746 Net income (loss)— — — 712 — 34 746 
Balance March 31, 2023Balance March 31, 2023181,605 $$14,502 $967 $(7)$659 $16,123 Balance March 31, 2023181,605 14,502 967 (7)659 16,123 
Distribution equivalent rights paymentsDistribution equivalent rights payments— — — (1)— — (1)
Stock-based compensationStock-based compensation— — 22 — — — 22 
Cash paid for tax withholding on vested equity awardsCash paid for tax withholding on vested equity awards(18)— (1)— — — (1)
Repurchased shares under buyback programRepurchased shares under buyback program(2,427)— (321)— — — (321)
Repurchased units under buyback programsRepurchased units under buyback programs— — — — — (23)(23)
Distributions to non-controlling interestDistributions to non-controlling interest— — — — — (25)(25)
Dividend paidDividend paid— — — (150)— — (150)
Exercise of stock options and vesting of restricted stock units and awardsExercise of stock options and vesting of restricted stock units and awards59 — — — — — — 
Change in ownership of consolidated subsidiaries, netChange in ownership of consolidated subsidiaries, net— — (15)— — 17 
Net income (loss)Net income (loss)— — — 556 — 30 586 
Balance June 30, 2023Balance June 30, 2023179,219 14,187 1,372 (7)658 16,212 
Distribution equivalent rights paymentsDistribution equivalent rights payments— — — (2)— — (2)
Stock-based compensationStock-based compensation— — 21 — — — 21 
Cash paid for tax withholding on vested equity awardsCash paid for tax withholding on vested equity awards(1)— — — — — — 
Repurchased shares under buyback programRepurchased shares under buyback program(407)— (56)— — — (56)
Repurchased units under buyback programsRepurchased units under buyback programs— — — — — (10)(10)
Distributions to non-controlling interestDistributions to non-controlling interest— — — — — (25)(25)
Dividend paidDividend paid— — — (149)— — (149)
Exercise of stock options and vesting of restricted stock units and awardsExercise of stock options and vesting of restricted stock units and awards— — — — — — 
Change in ownership of consolidated subsidiaries, netChange in ownership of consolidated subsidiaries, net— — (3)— — — 
Net income (loss)Net income (loss)— — — 915 — 78 993 
Balance September 30, 2023Balance September 30, 2023178,815 $$14,149 $2,136 $(7)$704 $16,984 


Common StockAdditional Paid-in CapitalRetained Earnings (Accumulated Deficit)Non-Controlling InterestTotal
SharesAmount
($ in millions, shares in thousands)
Balance December 31, 2021177,551 $$14,084 $(1,998)$1,157 $13,245 
Unit-based compensation— — — — 
Distribution equivalent rights payments— — — — (1)(1)
Stock-based compensation— — 16 — — 16 
Cash paid for tax withholding on vested equity awards— — (15)— — (15)
Repurchased shares under buyback program(58)— (7)— — (7)
Repurchased units under buyback programs— — — — (42)(42)
Distributions to non-controlling interest— — — — (47)(47)
Dividend paid— — — (107)— (107)
Exercise of stock options and issuance of restricted stock units and awards58 — — — 
Change in ownership of consolidated subsidiaries, net— — (12)— 15 
Net income (loss)— — — 779 24 803 
Balance March 31, 2022177,551 $$14,067 $(1,326)$1,109 $13,852 




See accompanying notes to condensed consolidated financial statements.
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Condensed Consolidated Statements of Stockholders’ Equity - (Continued)
(Unaudited)

Common StockAdditional Paid-in CapitalRetained Earnings (Accumulated Deficit)Non-Controlling InterestTotal
SharesAmount
($ in millions, shares in thousands)
Balance December 31, 2021177,551 $$14,084 $(1,998)$1,157 $13,245 
Unit-based compensation— — — — 
Distribution equivalent rights payments— — — — (1)(1)
Stock-based compensation— — 16 — — 16 
Cash paid for tax withholding on vested equity awards— — (15)— — (15)
Repurchased shares under buyback program(58)— (7)— — (7)
Repurchased units under buyback programs— — — — (42)(42)
Distributions to non-controlling interest— — — — (47)(47)
Dividend paid— — — (107)— (107)
Exercise of stock options and issuance of restricted stock units and awards58 — — — 
Change in ownership of consolidated subsidiaries, net— — (12)— 15 
Net income (loss)— — — 779 24 803 
Balance March 31, 2022177,551 14,067 (1,326)1,109 13,852 
Unit-based compensation— — — — 
Distribution equivalent rights payments— — — (7)— (7)
Stock-based compensation— — 17 — — 17 
Cash paid for tax withholding on vested equity awards— — — — (3)(3)
Repurchased shares under buyback program(2,369)— (303)— — (303)
Repurchased units under buyback programs— — — — (29)(29)
Distributions to non-controlling interest— — — — (63)(63)
Dividend paid— — — (541)— (541)
Exercise of stock options and vesting of restricted stock units and awards19 — — — — — 
Change in ownership of consolidated subsidiaries, net— — (9)— 12 
Net income (loss)— — — 1,416 45 1,461 
Balance June 30, 2022175,201 13,772 (458)1,074 14,390 
Unit-based compensation— — — — 
Distribution equivalent rights payments— — — (5)(1)(6)
Stock-based compensation— — 17 — — 17 
Repurchased shares under buyback program(3,922)— (472)— — (472)
Repurchased units under buyback programs— — — — (51)(51)
Common shares issued for acquisition4,352 — 344 — (344)— 
Distributions to non-controlling interest— — — — (71)(71)
Dividend paid— — — (526)— (526)
Change in ownership of consolidated subsidiaries, net— — (15)— 20 
Net income (loss)— — — 1,184 86 1,270 
Balance September 30, 2022175,631 $$13,646 $195 $715 $14,558 








See accompanying notes to condensed consolidated financial statements.
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Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions)(In millions)
Cash flows from operating activities:Cash flows from operating activities:Cash flows from operating activities:
Net income (loss)Net income (loss)$746 $803 Net income (loss)$2,325 $3,534 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Provision for (benefit from) deferred income taxesProvision for (benefit from) deferred income taxes97 89 Provision for (benefit from) deferred income taxes185 375 
Depreciation, depletion, amortization and accretionDepreciation, depletion, amortization and accretion403 313 Depreciation, depletion, amortization and accretion1,277 979 
(Gain) loss on extinguishment of debt(Gain) loss on extinguishment of debt— 54 (Gain) loss on extinguishment of debt59 
(Gain) loss on derivative instruments, net(Gain) loss on derivative instruments, net93 552 (Gain) loss on derivative instruments, net358 677 
Cash received (paid) on settlement of derivative instrumentsCash received (paid) on settlement of derivative instruments(420)Cash received (paid) on settlement of derivative instruments(62)(816)
(Income) loss from equity investment(Income) loss from equity investment(14)(9)(Income) loss from equity investment(39)(56)
Equity-based compensation expenseEquity-based compensation expense11 15 Equity-based compensation expense40 42 
OtherOther(34)14 Other(23)57 
Changes in operating assets and liabilities:Changes in operating assets and liabilities:Changes in operating assets and liabilities:
Accounts receivableAccounts receivable(36)(403)Accounts receivable(218)(113)
Income tax receivableIncome tax receivable95 Income tax receivable267 (1)
Prepaid expenses and otherPrepaid expenses and other— Prepaid expenses and other(16)
Accounts payable and accrued liabilitiesAccounts payable and accrued liabilities(26)(13)Accounts payable and accrued liabilities46 (29)
Income tax payableIncome tax payable17 132 Income tax payable14 
Revenues and royalties payableRevenues and royalties payable60 125 Revenues and royalties payable139 182 
OtherOther12 (3)Other(12)(4)
Net cash provided by (used in) operating activitiesNet cash provided by (used in) operating activities1,425 1,252 Net cash provided by (used in) operating activities4,296 4,884 
Cash flows from investing activities:Cash flows from investing activities:Cash flows from investing activities:
Drilling, completions and infrastructure additions to oil and natural gas propertiesDrilling, completions and infrastructure additions to oil and natural gas properties(622)(418)Drilling, completions and infrastructure additions to oil and natural gas properties(1,948)(1,327)
Additions to midstream assetsAdditions to midstream assets(35)(19)Additions to midstream assets(104)(69)
Property acquisitionsProperty acquisitions(880)(284)Property acquisitions(1,193)(623)
Proceeds from sale of assetsProceeds from sale of assets1,400 105 
Proceeds from sale of assets264 35 
OtherOther(6)(30)Other(14)(38)
Net cash provided by (used in) investing activitiesNet cash provided by (used in) investing activities(1,279)(716)Net cash provided by (used in) investing activities(1,859)(1,952)
Cash flows from financing activities:Cash flows from financing activities:Cash flows from financing activities:
Proceeds from borrowings under credit facilitiesProceeds from borrowings under credit facilities1,696 79 Proceeds from borrowings under credit facilities4,466 4,100 
Repayments under credit facilitiesRepayments under credit facilities(989)(100)Repayments under credit facilities(4,368)(4,119)
Proceeds from senior notesProceeds from senior notes— 750 Proceeds from senior notes— 750 
Repayment of senior notesRepayment of senior notes— (1,500)Repayment of senior notes(134)(1,910)
Proceeds from (repayments to) joint ventureProceeds from (repayments to) joint venture— Proceeds from (repayments to) joint venture— (41)
Premium on extinguishment of debtPremium on extinguishment of debt— (47)Premium on extinguishment of debt— (49)
Repurchased shares under buyback programRepurchased shares under buyback program(332)(7)Repurchased shares under buyback program(709)(782)
Repurchased units under buyback programRepurchased units under buyback program(34)(42)Repurchased units under buyback program(67)(122)
Dividends paid to stockholdersDividends paid to stockholders(542)(107)Dividends paid to stockholders(841)(1,174)
Distributions to non-controlling interestDistributions to non-controlling interest(34)(47)Distributions to non-controlling interest(84)(181)
OtherOther(22)(25)Other(34)(42)
Net cash provided by (used in) financing activitiesNet cash provided by (used in) financing activities(257)(1,041)Net cash provided by (used in) financing activities(1,771)(3,570)
Net increase (decrease) in cash and cash equivalentsNet increase (decrease) in cash and cash equivalents(111)(505)Net increase (decrease) in cash and cash equivalents666 (638)
Cash, cash equivalents and restricted cash at beginning of periodCash, cash equivalents and restricted cash at beginning of period164 672 Cash, cash equivalents and restricted cash at beginning of period164 672 
Cash, cash equivalents and restricted cash at end of periodCash, cash equivalents and restricted cash at end of period$53 $167 Cash, cash equivalents and restricted cash at end of period$830 $34 









See accompanying notes to condensed consolidated financial statements.
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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements
(Unaudited)


1.    DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Organization and Description of the Business

Diamondback Energy, Inc., together with its subsidiaries (collectively referred to as “Diamondback” or the “Company” unless the context otherwise requires), is an independent oil and natural gas company currently focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves in the Permian Basin in West Texas.

As of March 31,September 30, 2023, the wholly owned subsidiaries of Diamondback include Diamondback E&P LLC (“Diamondback E&P”), a Delaware limited liability company, Viper Energy Partners GP LLC, a Delaware limited liability company (“Viper’s General Partner”), Rattler Midstream GP LLC, a Delaware limited liability company (“Rattler’s GP”), Rattler Midstream LP, a Delaware limited partnership (“Rattler”), and QEP Resources, Inc. (“QEP”), a Delaware corporation.

Rattler Merger

On August 24, 2022 (the “Effective Date”), the Company completed the merger with Rattler pursuant to which the Company acquired all of the approximately 38.51 million publicly held outstanding common units of Rattler in exchange for approximately 4.35 million shares of the Company’s common stock (the “Rattler Merger”). Rattler continued as the surviving entity. Following the Rattler Merger, the Company owns all of Rattler’s outstanding common units and Class B units, and Rattler GP remains the general partner of Rattler. Following the closing of the Rattler Merger, Rattler’s common units were delisted from the NASDAQ Global Select MarketNasdaq and Rattler filed a certification on Form 15 with the SEC requesting the deregistration of its common units and suspension of Rattler’s reporting obligations under the Exchange Act.

The Rattler Merger was accounted for as a non-cash equity transaction resulting in increases to common stock of $44 thousand, additional paid-in-capital of $344 million, and merger and integration expense of $11 million and a decrease in noncontrolling interests in consolidated subsidiaries of $344 million. For periods prior to the Effective Date, the results of operations attributable to the non-controlling interest in Rattler are presented within equity and net income and are shown separately from the equity and net income attributable to the Company.

Basis of Presentation

The condensed consolidated financial statements include the accounts of the Company and its subsidiaries after all significant intercompany balances and transactions have been eliminated upon consolidation. The Company has one reportable segment, the upstream segment.

Diamondback’s publicly traded subsidiary Viper Energy Partners LP (“Viper”) is consolidated in the Company’s financial statements. As of March 31,September 30, 2023, the Company owned approximately 56%57% of Viper’s total units outstanding. The Company’s wholly owned subsidiary, Viper Energy Partners GP LLC, is the general partner of Viper. The results of operations attributable to the non-controlling interest in Viper are presented within equity and net income and are shown separately from the equity and net income attributable to the Company.

These condensed consolidated financial statements have been prepared by the Company without audit, pursuant to the rules and regulations of the SEC. They reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the results for interim periods, on a basis consistent with the annual audited financial statements. All such adjustments are of a normal recurring nature. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted pursuant to SEC rules and regulations, although the Company believes the disclosures are adequate to make the information presented not misleading. This Quarterly Report on Form 10–Q should be read in conjunction with the Company’s most recent Annual Report on Form 10–K for the fiscal year ended December 31, 2022, which contains a summary of the Company’s significant accounting policies and other disclosures.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period financial statement presentation. These reclassifications had an immaterial effect on the previously reported total assets, total liabilities, stockholders’ equity, results of operations or cash flows.
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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)

2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

Certain amounts included in or affecting the Company’s condensed consolidated financial statements and related disclosures must be estimated by management, requiring certain assumptions to be made with respect to values or conditions that cannot be known with certainty at the time the condensed consolidated financial statements are prepared. These estimates and assumptions affect the amounts the Company reports for assets and liabilities and the Company’s disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements. Actual results could differ from those estimates.

Making accurate estimates and assumptions is particularly difficult in the oil and natural gas industry given the challenges resulting from volatility in oil and natural gas prices. For instance, the war in Ukraine the COVID-19 pandemic,and Israel-Hamas war, rising interest rates, global supply chain disruptions, concerns about a potential economic downturn or recession, recent measures to combat persistent inflation and instability in the financial sector have contributed to recent economic and pricing volatility. The financial results of companies in the oil and natural gas industry have been impacted materially as a result of these events and changing market conditions. Such circumstances generally increase uncertainty in the Company’s accounting estimates, particularly those involving financial forecasts.

The Company evaluates these estimates on an ongoing basis, using historical experience, consultation with experts and other methods the Company considers reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from the Company’s estimates. Any effects on the Company’s business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. Significant items subject to such estimates and assumptions include estimates of proved oil and natural gas reserves and related present value estimates of future net cash flows therefrom, the carrying value of oil and natural gas properties, fair value estimates of derivative instruments, the fair value determination of acquired assets and liabilities assumed and estimates of income taxes, including deferred tax valuation allowances.

Net Sales of Purchased Oil

The Company enters into pipeline capacity commitments in order to secure available transportation capacity from the Company's areas of production for its commodities. Beginning in the third quarter of 2023, the Company has also entered into purchase transactions with third parties and separate sale transactions with third parties to satisfy certain of its unused oil pipeline capacity commitments. Revenues and expenses from these transactions are generally presented on a gross basis in the captions “Sales of purchased oil” and “Purchased oil expense” in the accompanying condensed consolidated statements of operations as the Company acts as a principal in the transaction by assuming both the risks and rewards of ownership, including credit risk, of the oil volumes purchased and the responsibility to deliver the oil volumes sold. See Note 3—Revenue from Contracts with Customers for additional information.

Recent Accounting Pronouncements

Recently Adopted Pronouncements

In October 2021, the FASB issued ASU 2021-08, "Business“Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” This update required the acquirer in a business combination to record contract assetassets and liabilities following Topic 606 – “Revenue from Contracts with Customers” at acquisition as if it had originated the contract, rather than at fair value. The Company adopted this update effective January 1, 2023. The adoption of this update did not have a material impact on its financial position, results of operations or liquidity.

Accounting Pronouncements Not Yet Adopted

In March 2023, the FASB issued ASU 2023-01, “Leases (Topic 842) – Common Control Arrangements.” This update (i) requires all lessees that are a party to a lease between entities under common control in which there are leasehold improvements to record amortization utilizing the shorter period of the remaining lease term and the useful life of the improvements, and (ii) requires leasehold improvements to be accounted for as a transfer between entities under common control through an adjustment to equity if, and when, the lessee no longer controls the use of the underlying asset. This update is effective for public business entities beginning after December 15, 2023 with early adoption permitted. The Company may adopt this update (i) prospectively to all new leasehold improvements on or after the date of adoption, (ii) prospectively to all new and existing leasehold improvements on or after the date of adoption, or (iii) retrospectively to the beginning of the period in which the Company first applied Topic 842. The Company continues to evaluate the provisions of this update, but does not believe the adoption will have a material impact on its financial position, results of operations or liquidity.

The Company considers the applicability and impact of all ASUs. ASUs not discussed above were assessed and determined to be either not applicable, the effects of adoption are not expected to be material or are clarifications of ASUs previously disclosed.

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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
3.    REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue from Contracts with Customers

The following tables present the Company’s revenue from contracts with customerscustomers:

Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In millions)
Oil sales$1,997 $1,853 $5,359 $5,988 
Natural gas sales80 296 197 714 
Natural gas liquid sales188 268 507 856 
Total oil, natural gas and natural gas liquid revenues2,265 2,417 6,063 7,558 
Sales of purchased oil59 — 59 — 
Midstream and marketing services13 18 56 49 
Total revenue from contracts with customers$2,337 $2,435 $6,178 $7,607 

The following tables present the Company’s revenue from oil, natural gas, and natural gas liquids disaggregated by product type and basin:

Three Months Ended March 31, 2023Three Months Ended March 31, 2022Three Months Ended September 30, 2023Three Months Ended September 30, 2022
Midland BasinDelaware BasinOtherTotalMidland BasinDelaware BasinOtherTotalMidland BasinDelaware BasinOtherTotalMidland BasinDelaware BasinOtherTotal
(In millions)(In millions)
Oil salesOil sales$1,295 $358 $$1,654 $1,398 $545 $$1,946 Oil sales$1,588 $407 $$1,997 $1,311 $539 $$1,853 
Natural gas salesNatural gas sales48 21 — 69 98 56 — 154 Natural gas sales52 28 — 80 200 95 296 
Natural gas liquid salesNatural gas liquid sales132 47 — 179 191 97 289 Natural gas liquid sales138 50 — 188 188 80 — 268 
TotalTotal$1,475 $426 $$1,902 $1,687 $698 $$2,389 Total$1,778 $485 $$2,265 $1,699 $714 $$2,417 
Nine Months Ended September 30, 2023Nine Months Ended September 30, 2022
Midland BasinDelaware BasinOtherTotalMidland BasinDelaware BasinOtherTotal
(In millions)
Oil salesOil sales$4,205 $1,149 $$5,359 $4,319 $1,661 $$5,988 
Natural gas salesNatural gas sales131 66 — 197 466 246 714 
Natural gas liquid salesNatural gas liquid sales363 144 — 507 586 268 856 
TotalTotal$4,699 $1,359 $$6,063 $5,371 $2,175 $12 $7,558 

4.    ACQUISITIONS AND DIVESTITURES

2023 Activity

Deep Blue Acquisition and Divestiture of Water Assets

On September 1, 2023, the Company closed on a joint venture agreement with Five Point Energy LLC (“Five Point”) to form Deep Blue Midland Basin LLC (“Deep Blue”). At closing, the Company contributed certain treated water, fresh water and salt water disposal assets (the “Water Assets”) with a net carrying value of $681 million and Five Point contributed $251 million in cash, including customary closing adjustments, to Deep Blue. In exchange for these contributions, Deep Blue issued the Company a one-time cash distribution of approximately $516 million and issued to the Company a 30% equity ownership and voting interest, and issued to Five Point a 70% equity ownership and voting interest.

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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
Under a separate agreement with Deep Blue, the Company is continuing to operate the Water Assets on a short-term basis before transferring operations to Deep Blue, which is anticipated to happen in 2024. Contingent upon the successful transfer of operations, the Company will receive approximately $47 million in cash to be contributed by Five Point in 2024. This contingent consideration does not meet the criteria to be accounted for as a derivative. As such, at September 30, 2023, approximately $43 million has been recorded as a receivable in the condensed consolidated balance sheet for the fair value of the additional consideration to be received when operation of the Water Assets transfers to Deep Blue.

The Company recorded its 30% equity interest in Deep Blue at fair value based on the cash consideration contributed by Five Point to Deep Blue in exchange for its 70% equity ownership and the estimated fair value of contingent consideration to be contributed by Five Point in future years. As of September 30, 2023, the Company’s equity method investment in Deep Blue has a carrying value equal to its initial fair value of $126 million and is included in the caption “Equity method investments” in the condensed consolidated balance sheet. The Company’s proportionate share of the income or loss from Deep Blue will be recognized on a two-month lag. For the three and nine months ended September 30, 2023, the Company recognized a $2 million loss on the sale of its Water Assets, which is included in the caption “Other operating expenses” in the condensed consolidated statement of operations.

The Company and Five Point currently anticipate collectively contributing $500 million in follow-on capital to fund future growth projects and acquisitions.

As part of the transaction, the Company also entered into a 15-year dedication with Deep Blue for its produced water and supply water within a 12-county area of mutual interest in the Midland Basin. Fees paid to Deep Blue for produced water and supply water services and fees received from Deep Blue for operating services provided by the Company during the three and nine months ended September 30, 2023 were insignificant.

Lario Acquisition

On January 31, 2023, the Company closed on its acquisition of all leasehold interests and related assets of Lario Permian, LLC, a wholly owned subsidiary of Lario Oil and Gas Company, and certain associated sellers (collectively “Lario”). The acquisition included approximately 25,000 gross (16,000 net) acres in the Midland Basin and certain related oil and gas assets (the “Lario Acquisition”), in exchange for 4.33 million shares of the Company’s common stock and $814 million in cash, including certain customary post-closing adjustments. Approximately $113 million of the cash consideration was deposited in an indemnity holdback escrow account at closing to be distributed upon satisfactory settlement of any potential title defects on the acquired properties. The cash portion of the consideration for the Lario Acquisition was funded through a combination of cash on hand, a portion of the net proceeds from the Company’s December 2022 senior notes offering of 6.250% Senior Notes due 2053 and borrowings under the Company’s revolving credit facility.

The following table presents the acquisition consideration paid in the Lario Acquisition (in millions, except per share data, shares in thousands):

Consideration:
Shares of Diamondback common stock issued at closing4,330
Closing price per share of Diamondback common stock on the closing date$146.12 
Fair value of Diamondback common stock issued$633 
Cash consideration814 
Total consideration (including fair value of Diamondback common stock issued)$1,447 

Purchase Price Allocation

The Lario Acquisition has been accounted for as a business combination using the acquisition method. The following table represents the allocation of the total purchase price paid in the Lario Acquisition to the identifiable assets acquired and the liabilities assumed based on the fair values at the acquisition date. Although the purchase price allocation is substantially complete as of the date of this filing, there may be further adjustments to the fair value of certain assets acquired and liabilities assumed, including but not limited to the Company’s oil and natural gas properties. The Company expects to complete the purchase price allocation during the 12-month period following the acquisition date and may revise the value of the assets and liabilities as appropriate within that time frame. There have been no material changes to the purchase price allocation for the Lario Acquisition through September 30, 2023.

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Condensed Notes to Consolidated Financial Statements - (Continued)
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The following table sets forth the Company’s preliminary purchase price allocation (in millions):

Total consideration$1,447 
Fair value of liabilities assumed:
Other long-term liabilities37 
Fair value of assets acquired:
Oil and natural gas properties1,4571,460 
Inventories
Other property, equipment and land2522 
Amount attributable to assets acquired1,484 
Net assets acquired and liabilities assumed$1,447 

Oil and natural gas properties were valued using an income approach utilizing the discounted cash flow method, which takes into account production forecasts, projected commodity prices and pricing differentials, and estimates of future capital and operating costs which were then discounted utilizing an estimated weighted-average cost of capital for industry market participants. The fair value of acquired midstream assets, vehicles and a field office were based on the cost approach, which utilized asset listings and cost records with consideration for the reported age, condition, utilization and economic support of the assets and were included in the Company’s condensed consolidated balance sheets under the caption “Other property, equipment and land.” The majority of the measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and are therefore considered Level 3 inputs in the fair value hierarchy.

With the completion of the Lario Acquisition, the Company acquired proved properties of $924 million and unproved properties of $533$536 million. The results of operations attributable to the Lario Acquisition since the acquisition date have been included in the condensed consolidated statements of operations and include $90$134 million and $345 million of total revenue and $32$53 million and $140 million of net income for the three and nine months ended March 31, 2023.September 30, 2023, respectively.

Divestitures

On January 9,July 28, 2023, the Company divested its 10% non-operating equity investment43% limited liability company interest in Gray Oak Pipeline,OMOG JV LLC (“Gray Oak”OMOG”) for $172$225 million in cash proceeds and recordedreceived at closing. This divestiture resulted in a gain on the sale of equity method investments of approximately $53$35 million for the three and nine months ended September 30, 2023, which is included in the first quarter of 2023 that was included incaption “Other income (expense), net” onin the condensed consolidated statement of operations. The Company used its net proceeds from this transaction for debt reduction and other general corporate purposes.

On April 28, 2023, the Company divested non-core assets to an unrelated third-party buyer consisting of approximately 19,000 net acres in Glasscock County, TX for net cash proceeds at closing of $269 million, including customary post-closing adjustments. The Company used its net proceeds from this transaction for debt reduction and other general corporate purposes.

On March 31, 2023, the Company divested non-core assets consisting of approximately 4,900 net acres in Ward and Winkler counties to unrelated third-party buyers for $79$78 million in net cash proceeds, including customary post-closing adjustments.

The divestitures of non-core oil and gas assets did not result in a significant alteration of the relationship between the Company’s capitalized costs and proved reserves and, accordingly, the Company recorded the proceeds as a reduction of its full cost pool with no gain or loss recognized on the sale.

On January 9, 2023, the Company divested its 10% non-operating equity investment in Gray Oak Pipeline, LLC (“Gray Oak”) for $172 million in net cash proceeds and recorded a gain on the sale of equity method investments of approximately $53 million in the first quarter of 2023 that is included in the caption “Other income (expense), net” on the condensed consolidated statement of operations for the nine months ended September 30, 2023.

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2022 Activity

FireBird Energy LLC

On November 30, 2022, the Company closed on its acquisition of all leasehold interests and related assets of FireBird Energy LLC, which included approximately 75,000 gross (68,000 net) acres in the Midland Basin and certain related oil and gas assets, in exchange for 5.92 million shares of the Company’s common stock and $787 million in cash, including certain customary post-closing adjustments. Approximately $125 million of the cash consideration was deposited in an indemnity holdback escrow account at closing to be distributed upon satisfactory settlement of any potential title defects on the acquired properties. The cash portion of the consideration for the FireBird Acquisition was funded through a combination of cash on hand and borrowings under the Company’s revolving credit facility. As a result of the FireBird Acquisition, the Company added approximately 854 gross producing wells.

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Condensed Notes to Consolidated Financial Statements - (Continued)
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The following table presents the acquisition consideration paid in the FireBird Acquisition (in millions, except per share data, shares in thousands):

Consideration:
Shares of Diamondback common stock issued at closing5,921
Closing price per share of Diamondback common stock on the closing date$148.02 
Fair value of Diamondback common stock issued$876 
Cash consideration787 
Total consideration (including fair value of Diamondback common stock issued)$1,663 

Purchase Price Allocation

The FireBird Acquisition has been accounted for as a business combination using the acquisition method. The following table represents the allocation of the total purchase price paid in the FireBird Acquisition to the identifiable assets acquired and the liabilities assumed based on the fair values at the acquisition date. Although the purchase price allocation is substantially complete as of the date of this filing, there may be further adjustments to the fair value of certain assets acquired and liabilities assumed, including but not limited to the Company’s oil and natural gas properties.properties and other property, equipment and land. The Company expects to complete the purchase price allocation during the 12-month period following the acquisition date and may revise the value of the assets and liabilities as appropriate within that time frame. During the three months ended September 30, 2023, the Company decreased the fair value allocated to certain midstream assets by $36 million and; increased the fair value allocated to the acquired oil and natural gas properties by $36 million based on new information that became available related to the fair value of these assets on the acquisition date.

The following table sets forth the Company’s preliminary purchase price allocation (in millions):

Total consideration$1,663 
Fair value of liabilities assumed:
Other long-term liabilities10 
Fair value of assets acquired:
Oil and natural gas properties1,5581,598 
Inventories13 
Other property, equipment and land11472 
Amount attributable to assets acquired1,673 
Net assets acquired and liabilities assumed$1,663 

Oil and natural gas properties were valued using an income approach utilizing the discounted cash flow method, which takes into account production forecasts, projected commodity prices and pricing differentials, and estimates of future capital and operating costs which were then discounted utilizing an estimated weighted-average cost of capital for industry market participants. The fair value of acquired midstream assets was based on the cost approach, which utilized asset listings and cost records with consideration for the reported age, condition, utilization and economic support of the assets and werewas included in the Company’s condensed consolidated balance sheets under the caption “Other property, equipment and land.” The majority of
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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
the measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and are therefore considered Level 3 inputs.

With the completion of the FireBird Acquisition, the Company acquired proved properties of $648 million and unproved properties of $910$950 million.

Delaware Basin Acquisition

On January 18, 2022, the Company acquired, from an unrelated third-party seller, approximately 6,200 net acres in the Delaware Basin for $232 million in cash, including customary post-closing adjustments. The acquisition was funded through cash on hand.

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Other 2022 Acquisitions

Additionally during the year ended December 31, 2022, the Company acquired, from unrelated third-party sellers, approximately 4,000 net acres and over 200 gross wells in the Permian Basin for an aggregate purchase price of approximately $220 million in cash, including customary post-closing adjustments. The acquisitions were funded through cash on hand.

Divestitures of Certain Non-Core Assets

In October 2022, the Company completed the divestiture of non-core Delaware Basin acreage consisting of approximately 3,272 net acres, with net production of approximately 550 BO/d (800 BOE/d) for $155 million of net proceeds. The Company used the net proceeds from this transaction towards debt reduction.

Pro Forma Financial Information

The following unaudited summary pro forma financial information for the three and nine months ended March 31,September 30, 2023 and 2022 has been prepared to give effect to the FirebirdFireBird Acquisition and the Lario Acquisition as if they had occurred on January 1, 2022. The unaudited pro forma financial information does not purport to be indicative of what the combined company’s results of operations would have been if these transactions had occurred on the dates indicated, nor is it indicative of the future financial position or results of operations of the combined company.

The below information reflects pro forma adjustments for the issuance of the Company’s common stock as consideration for the FirebirdFireBird Acquisition and the Lario Acquisition, as well as pro forma adjustments based on available information and certain assumptions that the Company believes are reasonable, including adjustments to depreciation, depletion and amortization based on the full cost method of accounting.

Additionally, pro forma earnings for the three and nine months ended March 31,September 30, 2023 were adjusted to exclude acquisition-related costs incurred by the Company of $6$1 million and $8 million for the Lario Acquisition, respectively, and $2$3 million for the FireBird Acquisition during the nine months ended September 30, 2023, which consist primarily of legal and advisory fees. The pro forma results of operations do not include any cost savings or other synergies that may result from the Firebird Acquisition and the Lario Acquisition or any estimated costs that have been or will be incurred by the Company to integrate the acquired assets. The pro forma financial data does not include the results of operations for any other acquisitions made during the periods presented, as they were primarily acreage acquisitions, and their results were not deemed material.

Three Months Ended September 30,Nine Months Ended September 30,
Three Months Ended March 31, 2023Three Months Ended March 31, 20222023202220232022
(In millions, except per share amounts)(In millions, except per share amounts)
RevenuesRevenues$1,970 $2,604 Revenues$2,340 $2,681 $6,229 $8,308 
Income (loss) from operationsIncome (loss) from operations$1,058 $1,777 Income (loss) from operations$1,341 $1,776 $3,401 $5,707 
Net income (loss)Net income (loss)$740 $907 Net income (loss)$916 $1,356 $2,214 $3,866 
Basic earnings (loss) per common shareBasic earnings (loss) per common share$3.94 $4.80 Basic earnings (loss) per common share$5.07 $7.34 $12.18 $20.74 
Diluted earnings (loss) per common shareDiluted earnings (loss) per common share$3.94 $4.80 Diluted earnings (loss) per common share$5.07 $7.36 $12.18 $20.79 

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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
5.    PROPERTY AND EQUIPMENT

Property and equipment includes the following as of the dates indicated:

March 31,December 31,September 30,December 31,
2023202220232022
(In millions)(In millions)
Oil and natural gas properties:Oil and natural gas properties:Oil and natural gas properties:
Subject to depletionSubject to depletion$30,610 $28,767 Subject to depletion$32,408 $28,767 
Not subject to depletionNot subject to depletion8,711 8,355 Not subject to depletion8,239 8,355 
Gross oil and natural gas propertiesGross oil and natural gas properties39,321 37,122 Gross oil and natural gas properties40,647 37,122 
Accumulated depletionAccumulated depletion(7,050)(6,671)Accumulated depletion(7,884)(6,671)
Accumulated impairmentAccumulated impairment(7,954)(7,954)Accumulated impairment(7,954)(7,954)
Oil and natural gas properties, netOil and natural gas properties, net24,317 22,497 Oil and natural gas properties, net24,809 22,497 
Other property, equipment and landOther property, equipment and land1,431 1,481 Other property, equipment and land706 1,481 
Accumulated depreciation, amortization, accretion and impairmentAccumulated depreciation, amortization, accretion and impairment(234)(219)Accumulated depreciation, amortization, accretion and impairment(150)(219)
Total property and equipment, netTotal property and equipment, net$25,514 $23,759 Total property and equipment, net$25,365 $23,759 

Under the full cost method of accounting, the Company is required to perform a ceiling test each quarter which determines a limit, or ceiling, on the book value of proved oil and natural gas properties. No impairment expense was recorded for the three and nine months ended March 31,September 30, 2023 or 2022 based on the results of the respective quarterly ceiling tests.

In addition to commodity prices, the Company’s production rates, levels of proved reserves, future development costs, transfers of unevaluated properties and other factors will determine its actual ceiling test calculation and impairment analysis in future periods. If the future trailing 12-month commodity prices decline as compared to the commodity prices used in prior quarters, the Company may have material write downs in subsequent quarters. It is possible that circumstances requiring additional impairment testing will occur in future interim periods, which could result in potentially material impairment charges being recorded.

Assets Held For Sale

During the third quarter of 2023, the Company completed the sale of its Water Assets and oil gathering assets which had been classified as assets held for sale in the condensed consolidated balance sheet as of June 30, 2023, with carrying values of $667 million and $75 million, respectively. The sale of these assets resulted in an insignificant loss on disposal of property, plant and equipment for the three and nine months ended September 30, 2023, which is included in the caption “Other operating expenses” in the condensed consolidated statements of operations. See Note 4—Acquisitions and Divestitures for further discussion of the divestiture of the Water Assets. At December 31, 2022, the Water Assets and oil gathering assets were included in the Company’s condensed consolidated balance sheet under the caption “Other property, equipment and land.” All of these assets are included in the midstream operating segment, which is categorized as “All Other” in the Company’s segment disclosures in Note 16—Segment Information.
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(Unaudited)
6.    ASSET RETIREMENT OBLIGATIONS

The following table describes the changes to the Company’s asset retirement obligations liability for the following periods:
Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions)(In millions)
Asset retirement obligations, beginning of periodAsset retirement obligations, beginning of period$347 $171 Asset retirement obligations, beginning of period$347 $171 
Additional liabilities incurredAdditional liabilities incurred21 Additional liabilities incurred31 
Liabilities acquiredLiabilities acquiredLiabilities acquired
Liabilities settled and divestedLiabilities settled and divested(18)(5)Liabilities settled and divested(83)(12)
Accretion expenseAccretion expenseAccretion expense12 10 
Revisions in estimated liabilitiesRevisions in estimated liabilities(32)75 Revisions in estimated liabilities(42)133 
Asset retirement obligations, end of periodAsset retirement obligations, end of period312 267 Asset retirement obligations, end of period246 336 
Less current portion(1)
Less current portion(1)
13 
Less current portion(1)
11 
Asset retirement obligations - long-termAsset retirement obligations - long-term$306 $254 Asset retirement obligations - long-term$240 $325 
(1) The current portion of the asset retirement obligation is included in otherthe caption “Other accrued liabilitiesliabilities” in the Company’s condensed consolidated balance sheets.

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(Unaudited)
7.    DEBT

Long-term debt consisted of the following as of the dates indicated:

March 31,December 31,September 30,December 31,
2023202220232022
(In millions)(In millions)
5.250% Senior Notes due 20235.250% Senior Notes due 2023$10 $10 5.250% Senior Notes due 2023$— $10 
3.250% Senior Notes due 20263.250% Senior Notes due 2026780 780 3.250% Senior Notes due 2026750 780 
5.625% Senior Notes due 20265.625% Senior Notes due 202614 14 5.625% Senior Notes due 202614 14 
7.125% Medium-term Notes, Series B, due 20287.125% Medium-term Notes, Series B, due 202873 73 7.125% Medium-term Notes, Series B, due 202873 73 
3.500% Senior Notes due 20293.500% Senior Notes due 20291,021 1,021 3.500% Senior Notes due 2029921 1,021 
3.125% Senior Notes due 20313.125% Senior Notes due 2031789 789 3.125% Senior Notes due 2031789 789 
6.250% Senior Notes due 20336.250% Senior Notes due 20331,100 1,100 6.250% Senior Notes due 20331,100 1,100 
4.400% Senior Notes due 20514.400% Senior Notes due 2051650 650 4.400% Senior Notes due 2051650 650 
4.250% Senior Notes due 20524.250% Senior Notes due 2052750 750 4.250% Senior Notes due 2052750 750 
6.250% Senior Notes due 20536.250% Senior Notes due 2053650 650 6.250% Senior Notes due 2053650 650 
Unamortized debt issuance costsUnamortized debt issuance costs(43)(43)Unamortized debt issuance costs(41)(43)
Unamortized discount costsUnamortized discount costs(25)(26)Unamortized discount costs(23)(26)
Unamortized premium costsUnamortized premium costsUnamortized premium costs
Unamortized basis adjustment of dedesignated interest rate swap agreements(1)
Unamortized basis adjustment of dedesignated interest rate swap agreements(1)
(103)(106)
Unamortized basis adjustment of dedesignated interest rate swap agreements(1)
(87)(106)
Revolving credit facilityRevolving credit facility589 — Revolving credit facility— — 
Viper revolving credit facilityViper revolving credit facility270 152 Viper revolving credit facility250 152 
Viper 5.375% Senior Notes due 2027Viper 5.375% Senior Notes due 2027430 430 Viper 5.375% Senior Notes due 2027430 430 
Total debt, netTotal debt, net6,960 6,248 Total debt, net6,230 6,248 
Less: current maturities of long-term debtLess: current maturities of long-term debt10 10 Less: current maturities of long-term debt— 10 
Total long-term debtTotal long-term debt$6,950 $6,238 Total long-term debt$6,230 $6,238 
(1)    Represents the unamortized basis adjustment related to two receive-fixed, pay variable interest rate swap agreements which were previously designated as fair value hedges of the Company’s $1.2 billion 3.500% fixed rate senior notes due 2029. These swaps were dedesignated in the second quarter of 2022 as discussed further in Note 11—Derivatives.

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(Unaudited)
References in this section to the Company shall mean Diamondback Energy, Inc. and Diamondback E&P, collectively, unless otherwise specified.

Credit Agreement

As of March 31,September 30, 2023, Diamondback E&P, as borrower, and Diamondback Energy, Inc., as parent guarantor, have a credit agreement, as amended, which provides for a maximum credit amount of $1.6 billion. As of March 31,September 30, 2023, the Company had $589 million inno outstanding borrowings under the credit agreement and $1.0$1.6 billion available for future borrowings. There were no borrowings under the credit agreement during the three months ended March 31, 2022. During the three and nine months ended March 31,September 30, 2023 and 2022, the weighted average interest rate on borrowings under the credit agreement was 6.02%.6.59%, 6.31%, 3.92% and 3.50%, respectively. During the second quarter of 2023, the Company exercised an election to extend the maturity date of the credit agreement by one year to June 2, 2028 in accordance with the terms of the credit agreement.

As of March 31,September 30, 2023, the Company was in compliance with all financial maintenance covenants under the credit agreement.

Repurchases of Notes

In the second quarter of 2023, the Company repurchased principal amounts of $30 million of its 3.250% Senior Notes due 2026 and $100 million of its 3.500% Senior Notes due 2029 for total cash consideration, including accrued interest paid of $124 million. These repurchases resulted in an immaterial loss on extinguishment of debt during the nine months ended September 30, 2023.

Viper’s Credit Agreement

On September 22, 2023, Viper LLC’sLLC entered into an eleventh and separately a twelfth amendment to the existing credit agreement, as amended, provides for a revolving credit facility inwhich among other things, (i) extended the maturity date from June 2, 2025 to September 22, 2028, (ii) maintained the maximum credit amount under the Viper LLC credit agreement of $2.0 billion, with a(iii) increased the borrowing base from $1.0 billion to $1.3 billion upon consummation of $580 million based onthe Viper LLC’s oil and natural gas reserves and other factors. As of March 31, 2023,Acquisition (as defined in Note 15—Subsequent Events), (iv) increased the elected commitment amount was $500from $750 million with $270to $850 million, and (v) waived the automatic reduction of the borrowing base that otherwise would have occurred upon the consummation of the issuance of the Viper 2031 Notes (as defined in Note 15—Subsequent Events). As of September 30, 2023, Viper LLC had $250 million of outstanding borrowings and $230$600 million available for future borrowings. During the three and nine months ended March 31,September 30, 2023 and 2022, the weighted average interest
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(Unaudited)
rates on borrowings under the Viper credit agreement were 6.10%7.58%, 7.37%, 4.75% and 2.58%3.53%, respectively. The Viper credit agreement will mature on June 2, 2025. As of March 31,September 30, 2023, Viper LLC was in compliance with all financial maintenance covenants under the Viper credit agreement.

8.    STOCKHOLDERS’ EQUITY AND EARNINGS (LOSS) PER SHARE

Stock Repurchase Program

In September 2021, theThe Company’s board of directors has approved a common stock repurchase program to acquire up to $2.0$4.0 billion of the Company’s outstanding common stock. On July 28, 2022, the Company’s board of directors approved an increase in the Company’s common stock, repurchase program from $2.0 billion to $4.0 billion.excluding excise tax. Purchases under the repurchase program may be made from time to time in open market or privately negotiated transactions, and are subject to market conditions, applicable legal requirements, contractual obligations and other factors. The repurchase program does not require the Company to acquire any specific number of shares. This repurchase program may be suspended from time to time, modified, extended or discontinued by the board of directors at any time. During the three and nine months ended March 31,September 30, 2023 and 2022, the Company repurchased, excluding excise tax, approximately $332$56 million, $709 million, $472 million and $782 million of common stock under this repurchase program.program, respectively. As of March 31,September 30, 2023, approximately $2.1$1.8 billion remained available for use to repurchase shares under the Company’s common stock repurchase program.program, excluding excise tax.


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Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
Change in Ownership of Consolidated Subsidiaries

Non-controlling interests in the accompanying condensed consolidated financial statements represent minority interest ownership in Viper and Rattler through the Effective Date and are presented as a component of equity. When the Company’s relative ownership interests in Viper and Rattler change, adjustments to non-controlling interest and additional paid-in-capital, tax effected, will occur. The following table summarizes changes in the ownership interest in consolidated subsidiaries during the periods presented:

Three Months Ended March 31,Three Months Ended September 30,Nine Months Ended September 30,
202320222023202220232022
(In millions)(In millions)
Net income (loss) attributable to the CompanyNet income (loss) attributable to the Company$712 $779 Net income (loss) attributable to the Company$915 $1,184 $2,183 $3,379 
Change in ownership of consolidated subsidiariesChange in ownership of consolidated subsidiaries(9)(12)Change in ownership of consolidated subsidiaries(3)(15)(27)(36)
Change from net income (loss) attributable to the Company's stockholders and transfers to non-controlling interestChange from net income (loss) attributable to the Company's stockholders and transfers to non-controlling interest$703 $767 Change from net income (loss) attributable to the Company's stockholders and transfers to non-controlling interest$912 $1,169 $2,156 $3,343 

Earnings (Loss) Per Share

The Company’s earnings (loss) per share amounts have been computed using the two-class method. The two-class method is an earnings allocation proportional to the respective ownership among holders of common stock and participating securities. Basic earnings (loss) per share amounts have been computed based on the weighted-average number of shares of common stock outstanding for the period. Diluted earnings per share include the effect of potentially dilutive non-participating securities outstanding for the period. Additionally, the per share earnings of Viper are included in the consolidated earnings per share computation based on the consolidated group’s holdings of the subsidiaries.

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(Unaudited)
A reconciliation of the components of basic and diluted earnings per common share is presented in the table below:

Three Months Ended March 31,Three Months Ended September 30,Nine Months Ended September 30,
202320222023202220232022
($ in millions, except per share amounts, shares in thousands)($ in millions, except per share amounts, shares in thousands)
Net income (loss) attributable to common stockNet income (loss) attributable to common stock$712 $779 Net income (loss) attributable to common stock$915 $1,184 $2,183 $3,379 
Less: distributed and undistributed earnings allocated to participating securities(1)
Less: distributed and undistributed earnings allocated to participating securities(1)
Less: distributed and undistributed earnings allocated to participating securities(1)
12 17 34 
Net income (loss) attributable to common stockholdersNet income (loss) attributable to common stockholders$707 $773 Net income (loss) attributable to common stockholders$907 $1,172 $2,166 $3,345 
Weighted average common shares outstanding:Weighted average common shares outstanding:Weighted average common shares outstanding:
Basic weighted average common shares outstandingBasic weighted average common shares outstanding181,988 177,565 Basic weighted average common shares outstanding178,872 174,406 180,400 176,169 
Effect of dilutive securities:Effect of dilutive securities:Effect of dilutive securities:
Weighted-average potential common shares issuableWeighted-average potential common shares issuable— Weighted-average potential common shares issuable— — 
Diluted weighted average common shares outstandingDiluted weighted average common shares outstanding181,988 177,567 Diluted weighted average common shares outstanding178,872 174,408 180,400 176,171 
Basic net income (loss) attributable to common stockBasic net income (loss) attributable to common stock$3.88 $4.35 Basic net income (loss) attributable to common stock$5.07 $6.72 $12.01 $18.99 
Diluted net income (loss) attributable to common stockDiluted net income (loss) attributable to common stock$3.88 $4.35 Diluted net income (loss) attributable to common stock$5.07 $6.72 $12.01 $18.99 
(1)    Unvested restricted stock awards and performance stock awards that contain non-forfeitable distribution equivalent rights are considered participating securities and therefore are included in the earnings per share calculation pursuant to the two-class method.

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(Unaudited)
9.    EQUITY-BASED COMPENSATION

On June 3, 2021, the Company’s stockholders approved and adopted the Company’s 2021 amended and restated equity incentive plan (the “Equity Plan”), which, among other things, increased total shares authorized for issuance from 8.3 million to 11.8 million. At March 31, 2023, the Company had 5.1 million shares of common stock available for future grants.

Under the Equity Plan approved by the Board of Directors, the Company is authorized to issue up to 11.8 million shares of incentive and non-statutory stock options, restricted stock awards and restricted stock units, performance awards and stock appreciation rights to eligible employees. At March 31, 2023, theThe Company hadcurrently has outstanding restricted stock units and performance-based restricted stock units under the Equity Plan. The Company also has immaterial amounts of restricted share awards and stock appreciation rights outstanding which were issued under plans assumed in connection with previously completed mergers. At September 30, 2023, approximately 5.1 million shares of common stock remain available for future grants under the Equity Plan. The Company classifies all of its awards, other than itsrestricted stock appreciation rights,units and performance-based restricted stock units as equity-based awards and estimates the fair values of restricted stock awards and units as the closing price of the Company’s common stock on the grant date of the award, which is expensed over the applicable vesting period. The Company values its stock appreciation rights using a Black-Scholes option valuation model. Stock appreciation rights are considered liability-classified awards.

In addition to the Equity Plan, Viper maintains its own long-term incentive plan, which is not significant to the Company.

The following table presents the financial statement impacts of equity compensation plans and related costs on the Company’s financial statements:
Three Months Ended March 31,Three Months Ended September 30,Nine Months Ended September 30,
202320222023202220232022
(In millions)(In millions)
General and administrative expensesGeneral and administrative expenses$11 $15 General and administrative expenses$13 $14 $40 $42 
Equity-based compensation capitalized pursuant to full cost method of accounting for oil and natural gas propertiesEquity-based compensation capitalized pursuant to full cost method of accounting for oil and natural gas properties$$Equity-based compensation capitalized pursuant to full cost method of accounting for oil and natural gas properties$$$19 $16 

Restricted Stock Units

The following table presents the Company’s restricted stock unit activity during the nine months ended September 30, 2023 under the Equity Plan:
Restricted Stock
 Units
Weighted Average Grant-Date
Fair Value
Unvested at December 31, 2022918,902 $95.74 
Granted392,310 $143.69 
Vested(161,878)$122.77 
Forfeited(64,453)$104.66 
Unvested at September 30, 20231,084,881 $108.34 

The aggregate grant date fair value of restricted stock units that vested during the nine months ended September 30, 2023 was $20 million. As of September 30, 2023, the Company’s unrecognized compensation cost related to unvested restricted stock units was $78 million, which is expected to be recognized over a weighted-average period of 1.6 years.

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(Unaudited)
Restricted Stock Units

The following table presents the Company’s restricted stock unit activity during the three months ended March 31, 2023 under the Equity Plan:
Restricted Stock
 Units
Weighted Average Grant-Date
Fair Value
Unvested at December 31, 2022918,902 $95.74 
Granted376,724 $144.13 
Vested(92,697)$113.89 
Forfeited(22,639)$99.80 
Unvested at March 31, 20231,180,290 $109.52 

The aggregate grant date fair value of restricted stock units that vested during the three months ended March 31, 2023 was $11 million. As of March 31, 2023, the Company’s unrecognized compensation cost related to unvested restricted stock units was $109 million, which is expected to be recognized over a weighted-average period of 2.0 years.

Performance Based Restricted Stock Units

The following table presents the Company’s performance restricted stock units activity under the Equity Plan for the threenine months ended March 31,September 30, 2023:

Performance Restricted Stock UnitsWeighted Average Grant-Date Fair ValuePerformance Restricted Stock UnitsWeighted Average Grant-Date Fair Value
Unvested at December 31, 2022Unvested at December 31, 2022347,881 $168.48 Unvested at December 31, 2022347,881 $168.48 
GrantedGranted126,347 $259.52 Granted128,205 $258.98 
ForfeitedForfeited(27,168)$71.03 Forfeited(42,657)$144.48 
Unvested at March 31, 2023(1)
447,060 $196.48 
Unvested at September 30, 2023(1)
Unvested at September 30, 2023(1)
433,429 $197.61 
(1)A maximum of 1,068,2131,034,136 units could be awarded based upon the Company’s final TSR ranking.

As of March 31,September 30, 2023, the Company’s unrecognized compensation cost related to unvested performance based restricted stock awards and units was $58$42 million, which is expected to be recognized over a weighted-average period of 2.01.5 years.

In March 2023, eligible employees received performance restricted stock unit awards totaling 126,347 units from which a minimum of 0% and a maximum of 200% of the units could be awarded based upon the measurement of total stockholder return of the Company’s common stock as compared to a designated peer group during the 3-year performance period of January 1, 2023 to December 31, 2025 and cliff vest at December 31, 2025 subject to continued employment. The initial payout of the March 2023 awards will be further adjusted by a TSR modifier that may reduce the payout or increase the payout up to a maximum of 250%. Additionally, in July 2023 the Company granted 1,858 units under substantially the same terms as the March 2023 performance restricted stock unit awards.

The fair value of each performance restricted stock unit issuance is estimated at the date of grant using a Monte Carlo simulation, which results in an expected percentage of units to be earned during the performance period.

The following table presents a summary of the grant-date fair values of performance restricted stock units granted and the related assumptions for the awards granted during the periodperiods presented:

2023
Grant-date fair value$259.52 
Risk-free rate4.64 %
Company volatility46.90 %
March 2023July 2023
Grant-date fair value$259.52 $222.09 
Risk-free rate4.64 %4.70 %
Company volatility46.90 %47.20 %

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(Unaudited)
10.    INCOME TAXES

The following table provides the Company’s provision for (benefit from) income taxes and the effective income tax rate for the periods indicated:
Three Months Ended March 31,
20232022
(In millions, except for tax rate)
Provision for (benefit from) income taxes$207 $221 
Effective income tax rate21.7 %21.6 %

Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
(In millions, except for tax rate)
Provision for (benefit from) income taxes$276 $290 $648 $913 
Effective income tax rate21.7 %18.6 %21.8 %20.5 %

Total income tax expense from continuing operations for the three and nine months ended March 31,September 30, 2023 and 2022 differed from amounts computed by applying the United States federal statutory tax rate to pre-tax income primarily due to (i) state income taxes, net of federal benefit, and (ii) the impact of permanent differences between book and taxable income, partially offset by (iii) a tax benefit resulting from a reduction in the valuation allowance on Viper’s deferred tax assets for the three and nine months ended March 31, 2022 dueSeptember 30, 2022.
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Condensed Notes to Viper’s pre-tax income for the period.Consolidated Financial Statements - (Continued)
(Unaudited)

As of March 31,September 30, 2023, Viper maintained a partial valuation allowance against its deferred tax assets, based on its assessment of all available evidence, both positive and negative, supporting realizability of Viper’s deferred tax assets.

For the three and nine months ended March 31,September 30, 2023, and 2022, the Company’s items of discrete income tax expense or benefit were not material. For the three and nine months ended September 30, 2022, the Company recognized discrete income tax benefit of $50 million related to a partial release of Viper’s beginning-of-the-year valuation allowance, based on a change in judgment about the realizability of Viper’s deferred tax assets in future years.

The Inflation Reduction Act of 2022 (“IRA”) was enacted on August 16, 2022, which created a 15% corporate alternative minimum tax (“CAMT”) on the “adjusted financial statement income” of certain large corporations (generally, corporations reporting at least $1 billion of average adjusted pre-tax net income on their consolidated financial statements) as well as an excise tax of 1% on the fair market value of certain public company stock/unit repurchases for tax years beginning after December 31, 2022. Based on application of currently available guidance, the Company’s income tax expense for the three and nine months ended March 31,September 30, 2023 waswere not impacted by the CAMT. The Company did not accrueCompany’s excise tax forduring the three and nine months ended March 31,September 30, 2023 since its share issuances exceeded share repurchases.was immaterial and was recognized as part of the cost basis of the units repurchased.

11.    DERIVATIVES

At March 31,September 30, 2023, the Company has commodity derivative contracts and interest rate swaps outstanding. All derivative financial instruments are recorded at fair value.

Commodity Contracts

The Company has entered into multiple crude oil and natural gas derivatives, indexed to the respective indices as noted in the table below, to reduce price volatility associated with certain of its oil and natural gas sales. The Company has not designated its commodity derivative instruments as hedges for accounting purposes and, as a result, marks its commodity derivative instruments to fair value and recognizes the cash and non-cash changes in fair value in the condensed consolidated statements of operations under the caption “Gain (loss) on derivative instruments, net.”

By using derivative instruments to economically hedge exposure to changes in commodity prices, the Company exposes itself to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes the Company, which creates credit risk. The Company has entered into commodity derivative instruments only with counterparties that are also lenders under its credit facility and have been deemed an acceptable credit risk. As such, collateral is not required from either the counterparties or the Company on its outstanding commodity derivative contracts.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
As of March 31,September 30, 2023, the Company had the following outstanding commodity derivative contracts. When aggregating multiple contracts, the weighted average contract price is disclosed.
SwapsCollars
Settlement MonthSettlement YearType of ContractBbls/MMBtu Per DayIndexWeighted Average DifferentialWeighted Average Floor PriceWeighted Average Ceiling Price
OIL
Apr. - June2023Costless Collar6,000Brent$—$60.00$114.57
Apr. - Dec.2023
Basis Swap(1)
24,000Argus WTI Midland$0.90$—$—
NATURAL GAS
Apr. - June2023Costless Collar330,000Henry Hub$—$3.17$9.13
July - Dec.2023Costless Collar310,000Henry Hub$—$3.18$9.22
Jan. - Dec.2024Costless Collar200,000Henry Hub$—$3.00$8.42
Apr. - June2023
Basis Swap(1)
350,000Waha Hub$(1.20)$—$—
July - Dec.2023
Basis Swap(1)
330,000Waha Hub$(1.24)$—$—
Jan. - Dec.2024
Basis Swap(1)
380,000Waha Hub$(1.18)$—$—

SwapsCollars
Settlement MonthSettlement YearType of ContractBbls/MMBtu Per DayIndexWeighted Average DifferentialWeighted Average Floor PriceWeighted Average Ceiling Price
OIL
Oct. - Dec.2023
Basis Swap(1)
24,000Argus WTI Midland$0.90$—$—
Jan. - Dec.2024
Basis Swap(1)
6,000Argus WTI Midland$1.23$—$—
Jan. - Jun.2024Costless Collar6,000WTI Cushing$—$65.00$95.55
Jan. - Dec.2024Roll Swap25,000WTI$0.81$—$—
NATURAL GAS
Oct. - Dec.2023Costless Collar310,000Henry Hub$—$3.18$9.22
Jan. - Dec.2024Costless Collar260,000Henry Hub$—$2.87$7.76
Oct. - Dec.2023
Basis Swap(1)
330,000Waha Hub$(1.24)$—$—
Jan. - Dec.2024
Basis Swap(1)
380,000Waha Hub$(1.18)$—$—
Jan. - Dec.2025
Basis Swap(1)
160,000Waha Hub$(0.72)$—$—
(1)    The Company has fixed price basis swaps for the spread between the Cushing crude oil price and the Midland WTI crude oil price as well as the spread between the Henry Hub natural gas price and the Waha Hub natural gas price. The weighted average differential represents the amount of reduction to the Cushing, Oklahoma oil price and the Waha Hub natural gas price for the notional volumes covered by the basis swap contracts.

Settlement MonthSettlement YearType of ContractBbls Per DayIndexStrike PriceWeighted Average DifferentialDeferred Premium
OIL
Apr. - June2023Put99,000Brent$54.04$—$1.68
Apr. - June2023Put36,000Argus WTI Houston$54.17$—$1.71
Apr. - June2023Put12,000WTI$55.00$—$1.82
July - Sep.2023Put77,000Brent$54.55$—$1.66
July - Sep.2023Put22,000Argus WTI Houston$55.00$—$1.71
July - Sep.2023Put12,000WTI$55.00$—$1.80
Oct. - Dec.2023Put48,000Brent$55.00$—$1.54
Oct. - Dec.2023Put14,000Argus WTI Houston$55.00$—$1.70
Oct. - Dec.2023Put4,000WTI$55.00$—$1.86
Settlement MonthSettlement YearType of ContractBbls Per DayIndexStrike PriceDeferred Premium
OIL
Oct. - Dec.2023Put110,000Brent$55.00$1.59
Oct. - Dec.2023Put28,000Argus WTI Houston$55.00$1.67
Oct. - Dec.2023Put16,000WTI Cushing$56.25$1.70
Jan. - Mar.2024Put110,000Brent$55.00$1.50
Jan. - Mar.2024Put28,000Argus WTI Houston$55.00$1.60
Jan. - Mar.2024Put14,000WTI Cushing$58.57$1.54
Apr. - Jun.2024Put74,000Brent$55.00$1.48
Apr. - Jun.2024Put18,000Argus WTI Houston$55.00$1.51
Apr. - Jun.2024Put12,000WTI Cushing$60.00$1.50
Jul. - Sep.2024Put34,000Brent$55.00$1.41
Jul. - Sep.2024Put10,000Argus WTI Houston$55.00$1.45
Oct. - Dec.2024Put12,000Brent$55.00$1.49

Interest Rate Swaps

In the second quarter of 2021, the Company entered into two interest rate swap agreements for notional amounts of $600 million, which were designated as fair value hedges of the Company’s $1.2 billion 3.50% fixed rate senior notes due 2029 (the “2029 Notes”) at inception. The Company receives a fixed 3.50% rate of interest on these swaps and pays an averageswaps. Effective on May 28, 2023, the variable rate of interest basedthe Company pays on these swaps was reset from three month LIBOR to three month SOFR plus 2.1865%, thereby limiting its exposure to changes. The Company previously adopted the optional expedient in the fair value of debt due to movements in LIBOR interest rates. Under hedge accounting, these interest rate swaps were considered perfectly effective and gains and losses due to changes in the fair valueASU 2020-04, “Reference Rate Reform (Topic 848) - Facilitation of the interest rate swaps were completely offset by changes in the fair valueEffects of Reference Rate Reform on Financial Reporting,” as later extended for these contract term modifications, and as a result, did not recognize any impact of the hedged portionchange in reference rate on its financial position, results of operations or liquidity for the 2029three or nine months ended September 30, 2023.
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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes in the condensed consolidated statements of operations.to Consolidated Financial Statements - (Continued)
(Unaudited)

In the second quarter of 2022, the Company elected to fully dedesignate these interest rate swaps and hedge accounting was discontinued. The cumulative fair value basis adjustment recorded on the 2029 Notes at the time of dedesignation totaled $135 million. This basis adjustment is being amortized to interest expense over the remaining term of the 2029 Notes utilizing the effective interest method. The dedesignated interest rate swaps are considered economic hedges of the Company’s fixed-rate
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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
debt. As such, changes in the fair value of the interest rate swaps after the date of dedesignation have been recorded in earnings under the caption “Gain (loss) on derivative instruments, net” in the condensed consolidated statements of operations.

Balance Sheet Offsetting of Derivative Assets and Liabilities

The fair value of derivative instruments is generally determined using established index prices and other sources which are based upon, among other things, futures prices and time to maturity. These fair values are recorded by netting asset and liability positions, including any deferred premiums that are with the same counterparty and are subject to contractual terms which provide for net settlement. See Note 12—Fair Value Measurements for further details.

Gains and Losses on Derivative Instruments

The following table summarizes the gains and losses on derivative instruments not designated as hedging instruments included in the condensed consolidated statements of operations:
Three Months Ended March 31,Three Months Ended September 30,Nine Months Ended September 30,
202320222023202220232022
(In millions)(In millions)
Gain (loss) on derivative instruments, net:Gain (loss) on derivative instruments, net:Gain (loss) on derivative instruments, net:
Commodity contractsCommodity contracts$(109)$(552)Commodity contracts$(36)$39 $(297)$(615)
Interest rate swapsInterest rate swaps16 — Interest rate swaps(40)(63)(61)(62)
TotalTotal$(93)$(552)Total$(76)$(24)$(358)$(677)
Net cash received (paid) on settlements:Net cash received (paid) on settlements:Net cash received (paid) on settlements:
Commodity contracts(1)
Commodity contracts(1)
$$(420)
Commodity contracts(1)
$(24)$(96)$(40)$(822)
Interest rate swapsInterest rate swaps— — (22)
TotalTotal$$(420)Total$(24)$(96)$(62)$(816)
(1)The three and nine months ended March 31,September 30, 2022 includes cash paid on commodity contracts terminated prior to their contractual maturity of $135$3 million and $138 million.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
12.    FAIR VALUE MEASUREMENTS

Assets and Liabilities Measured at Fair Value on a Recurring Basis

As discussed in Note 13 13—Fair Value Measurements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, certain financial instruments of the Company are reported at fair value on the Company’s condensed consolidated balance sheets. The net amounts of derivative instruments are classified as current or noncurrent based on their anticipated settlement dates. The Company has an immaterial investment that is reported at fair value using observable, quoted stock prices and is included in “Other assets” on the Company’s condensed consolidated balance sheet at September 30, 2023.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
The following table provides the fair value of financial instruments that are recorded at fair value in the condensed consolidated balance sheets as of March 31,September 30, 2023 and December 31, 2022:

As of March 31, 2023As of September 30, 2023
Level 1Level 2Level 3Total Gross Fair ValueGross Amounts Offset in Balance SheetNet Fair Value Presented in Balance SheetLevel 1Level 2Level 3Total Gross Fair ValueGross Amounts Offset in Balance SheetNet Fair Value Presented in Balance Sheet
(In millions)(In millions)
Assets:Assets:Assets:
Current assets- Derivative instruments:Current assets- Derivative instruments:Current assets- Derivative instruments:
Commodity derivative instrumentsCommodity derivative instruments$— $122 $— $122 $(62)$60 Commodity derivative instruments$— $49 $— $49 $(48)$
Non-current assets- Derivative instruments:Non-current assets- Derivative instruments:Non-current assets- Derivative instruments:
Commodity derivative instrumentsCommodity derivative instruments$— $25 $— $25 $(17)$Commodity derivative instruments$— $13 $— $13 $(12)$
Non-current assets- Other assets:Non-current assets- Other assets:
InvestmentInvestment$$— $— $$— $
Liabilities:Liabilities:Liabilities:
Current liabilities- Derivative instruments:Current liabilities- Derivative instruments:Current liabilities- Derivative instruments:
Commodity derivative instrumentsCommodity derivative instruments$— $69 $— $69 $(62)$Commodity derivative instruments$— $134 $— $134 $(48)$86 
Interest rate swapsInterest rate swaps$— $45 $— $45 $— $45 Interest rate swaps$— $53 $— $53 $— $53 
Non-current liabilities- Derivative instruments:Non-current liabilities- Derivative instruments:Non-current liabilities- Derivative instruments:
Commodity derivative instrumentsCommodity derivative instruments$— $35 $— $35 $(16)$19 Commodity derivative instruments$— $33 $— $33 $(12)$21 
Interest rate swapsInterest rate swaps$— $131 $— $131 $— $131 Interest rate swaps$— $178 $— $178 $— $178 

As of December 31, 2022
Level 1Level 2Level 3Total Gross Fair ValueGross Amounts Offset in Balance SheetNet Fair Value Presented in Balance Sheet
(In millions)
Assets:
Current assets- Derivative instruments:
Commodity derivative instruments$— $197 $— $197 $(65)$132 
Non-current assets- Derivative instruments:
Commodity derivative instruments$— $62 $— $62 $(39)$23 
Liabilities:
Current liabilities- Derivative instruments:
Commodity derivative instruments$— $67 $— $67 $(65)$
Interest rate swaps$— $45 $— $45 $— $45 
Non-current liabilities- Derivative instruments:
Commodity derivative instruments$— $39 $— $39 $(39)$— 
Interest rate swaps$— $148 $— $148 $— $148 

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
Assets and Liabilities Not Recorded at Fair Value

The following table provides the fair value of financial instruments that are not recorded at fair value in the condensed consolidated balance sheets:
March 31, 2023December 31, 2022
CarryingCarrying
ValueFair ValueValueFair Value
(In millions)
Debt$6,960 $6,689 $6,248 $5,754 

September 30, 2023December 31, 2022
CarryingCarrying
ValueFair ValueValueFair Value
(In millions)
Debt$6,230 $5,650 $6,248 $5,754 

The fair values of the Company’s credit agreement and the Viper credit agreement and prior to the Rattler Merger, the Rattler credit agreement approximate their carrying values based on borrowing rates available to the Company for bank loans with similar terms and maturities and is classified as Level 2 in the fair value hierarchy. The fair values of the outstanding notes were determined using the quoted market price at each period end, a Level 1 classification in the fair value hierarchy.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Certain assets and liabilities are measured at fair value on a nonrecurring basis in certain circumstances. These assets and liabilities can include those acquired in a business combination, inventory, proved and unproved oil and gas properties, equity method investments and other long-lived assets that are written down to fair value when they are impaired or held for sale. Refer to Note 4—Acquisitions and Divestitures and Note 5—Property and Equipment for additional discussion of nonrecurring fair value adjustments.

Fair Value of Financial Assets

The carrying amount of cash and cash equivalents, receivables, funds held in escrow, prepaid expenses and other current assets, payables and other accrued liabilities approximate their fair value because of the short-term nature of the instruments.

13.    SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions)(In millions)
Supplemental disclosure of cash flow information:Supplemental disclosure of cash flow information:
Cash paid (received) for income taxesCash paid (received) for income taxes$195 $560 
Supplemental disclosure of non-cash transactions:Supplemental disclosure of non-cash transactions:Supplemental disclosure of non-cash transactions:
Accrued capital expenditures included in accounts payable and accrued expensesAccrued capital expenditures included in accounts payable and accrued expenses$609 $293 Accrued capital expenditures included in accounts payable and accrued expenses$639 $431 
Common stock issued for business combination and acquisitions$633 $— 
Common stock issued for acquisitionsCommon stock issued for acquisitions$633 $595 
Equity method investment received in exchange for contributed assetsEquity method investment received in exchange for contributed assets$126 $— 

14.    COMMITMENTS AND CONTINGENCIES

The Company is a party to various routine legal proceedings, disputes and claims arising in the ordinary course of its business, including those that arise from interpretation of federal and state laws and regulations affecting the crude oil and natural gas industry, personal injury claims, title disputes, royalty disputes, contract claims, contamination claims relating to oil and natural gas exploration and development and environmental claims, including claims involving assets previously sold to third parties and no longer part of the Company’s current operations. While the ultimate outcome of the pending proceedings, disputes or claims and any resulting impact on the Company, cannot be predicted with certainty, the Company’s management believes that none of these matters, if ultimately decided adversely, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company’s assessment is based on information known about the pending matters and its experience in contesting, litigating and settling similar matters. Actual outcomes could differ materially from the Company’s assessment. The Company records reserves for contingencies related to outstanding legal proceedings,
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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
disputes or claims when information available indicates that a loss is probable and the amount of the loss can be reasonably estimated.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
Environmental Matters

The United States Department of the Interior, Bureau of Safety and Environmental Enforcement, ordered several oil and gas operators, including a corporate predecessor of Energen Corporation, to perform decommissioning and reclamation activities related to a Louisiana offshore oil and gas production platform and related facilities. In response to the insolvency of the operator of record, the government ordered the former operators and/or alleged former lease record title owners to decommission the platform and related facilities. The Company has agreed to an arrangement with other operators to contribute to a trust to fund the decommissioning costs, however, the Company’s portion of such costs are not expected to be material.

Beginning in 2013 and continuing through 2022,the third quarter of 2023, several coastal Louisiana parishes and the State of Louisiana have filed 43 lawsuits under Louisiana’s State and Local Coastal Resources Management Act (“SLCRMA”) against numerous oil and gas producers seeking damages for coastal erosion in or near oil fields located within Louisiana’s coastal zone. The Company is a defendant in three of these cases, and Plaintiffs’ claims against the Company relate to the prior operations of entities previously acquired by Energen Corporation. The Company has exercised contractual indemnification rights where applicable. Plaintiffs’ SLCRMA theories are unprecedented, and there remains significant uncertainty about the claims (both as to scope and damages). Although we cannot predict the ultimate outcome of these matters, the Company believes the claims lack merit and intends to continue vigorously defending these lawsuits.

15.    SUBSEQUENT EVENTS

FirstViper 2031 Notes Offering

On October 19, 2023, Viper completed an offering (the “Viper 2031 Notes Offering”) of $400 million in aggregate principal amount of its 7.375% Senior Notes maturing on November 1, 2031 (the “Viper 2031 Notes”). Viper received net proceeds of approximately $394 million, after deducting the initial purchasers’ discount and expected transaction costs, from the Viper 2031 Notes Offering. Viper loaned the gross proceeds to Viper LLC, which used the proceeds to partially fund the cash portion of the Viper Acquisition as defined and discussed further below.

The Viper 2031 Notes are senior unsecured obligations of Viper, initially guaranteed on a senior unsecured basis by Viper LLC, and will pay interest semi-annually. Neither the Company nor Viper’s General Partner will guarantee the Viper 2031 Notes. In the future, each of Viper’s restricted subsidiaries that either (i) guarantees any of its or a guarantor’s indebtedness, or (ii) is a domestic restricted subsidiary and is an obligor with respect to any indebtedness under any credit facility will be required to guarantee the Viper 2031 Notes.

Viper Issuance of Common Units to Diamondback

On October 31, 2023, pursuant to a common unit purchase and sale agreement entered into on September 4, 2023, Viper issued approximately 7.22 million of its common units to the Company at a price of $27.72 per unit for total net proceeds to Viper of approximately $200 million. Viper used the net proceeds of this common unit issuance to fund a portion of the cash consideration for the Viper Acquisition, as defined and discussed further below.

Viper Acquisition

On November 1, 2023, Viper and Viper LLC acquired certain mineral and royalty interests from Royalty Asset Holdings, LP, Royalty Asset Holdings II, LP and Saxum Asset Holdings, LP (collectively, “the Sellers,” and affiliates of Warwick Capital Partners and GRP Energy Capital) pursuant to a definitive purchase and sale agreement for approximately 9.02 million Viper common units and $750 million in cash, subject to customary post-closing adjustments (the “Viper Acquisition”). The mineral and royalty interests acquired in the Viper Acquisition represent 4,600 net royalty acres in the Permian Basin, plus an additional 2,700 net royalty acres in other major basins. The cash consideration for the Viper Acquisition was funded through a combination of cash on hand and held in escrow, borrowings under Viper LLC’s credit agreement, proceeds from the Viper 2031 Notes Offering and proceeds from the $200 million common unit issuance to the Company.

Following the completion of the Viper Acquisition and the related issuance of Viper common units to the Company under the common unit purchase and sale agreement, the Company beneficially owned approximately 56% of Viper’s total units outstanding.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
Third Quarter 2023 Dividend Declaration

On April 25,November 2, 2023, the board of directors of the Company declared a cash dividend for the firstthird quarter of 2023 of $0.83$3.37 per share of common stock, payable on May 18,November 24, 2023 to its stockholders of record at the close of business on May 11,November 16, 2023. The dividend consists of a base quarterly dividend of $0.80$0.84 per share of common stock and a variable quarterly dividend of $0.03$2.53 per share of common stock. Future base and variable dividends are at the discretion of the board of directors of the Company.

Divestiture

On April 28, 2023, the Company closed on a divestiture of non-core assets with an unrelated third-party buyer consisting of approximately 19,000 net acres in Glasscock County, TX for net cash proceeds of $275 million, including certain customary post-closing adjustments.

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
16.    SEGMENT INFORMATION

As of March 31,September 30, 2023, the Company has one reportable segment, the upstream segment, which is engaged in the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves primarily in the Permian Basin in West Texas. Other operations are included in the “All Other” category in the table below.

The following tables summarize the results of the Company’s operating segments during the periods presented:

UpstreamAll OtherEliminationsTotalUpstreamAll OtherEliminationsTotal
(In millions)(In millions)
Three Months Ended March 31, 2023:
Three Months Ended September 30, 2023:Three Months Ended September 30, 2023:
Third-party revenuesThird-party revenues$1,904 $21 $— $1,925 Third-party revenues$2,327 $13 $— $2,340 
Intersegment revenuesIntersegment revenues— 99 (99)— Intersegment revenues— 84 (84)— 
Total revenuesTotal revenues1,904 120 (99)1,925 Total revenues$2,327 $97 $(84)$2,340 
Depreciation, depletion, amortization and accretionDepreciation, depletion, amortization and accretion388 15 — 403 Depreciation, depletion, amortization and accretion$435 $$— $442 
Income (loss) from operationsIncome (loss) from operations1,002 45 (22)1,025 Income (loss) from operations$1,339 $19 $(18)$1,340 
Interest expense, netInterest expense, net(46)— — (46)Interest expense, net$(42)$$— $(41)
Other income (expense)Other income (expense)(93)67 — (26)Other income (expense)$(71)$45 $(4)$(30)
Provision for (benefit from) income taxesProvision for (benefit from) income taxes203 — 207 Provision for (benefit from) income taxes$261 $15 $— $276 
Net income (loss) attributable to non-controlling interestNet income (loss) attributable to non-controlling interest34 — — 34 Net income (loss) attributable to non-controlling interest$78 $— $— $78 
Net income (loss) attributable to Diamondback Energy, Inc.Net income (loss) attributable to Diamondback Energy, Inc.626 108 (22)712 Net income (loss) attributable to Diamondback Energy, Inc.$887 $50 $(22)$915 
As of March 31, 2023:
As of September 30, 2023:As of September 30, 2023:
Total assetsTotal assets$25,948 $2,116 $(475)$27,589 Total assets$27,382 $1,263 $(596)$28,049 

UpstreamAll OtherEliminationsTotalUpstreamAll OtherEliminationsTotal
(In millions)(In millions)
Three Months Ended March 31, 2022:
Three Months Ended September 30, 2022:Three Months Ended September 30, 2022:
Third-party revenuesThird-party revenues$2,391 $17 $— $2,408 Third-party revenues$2,419 $18 $— $2,437 
Intersegment revenuesIntersegment revenues— 87 (87)— Intersegment revenues— 96 (96)— 
Total revenuesTotal revenues2,391 104 (87)2,408 Total revenues$2,419 $114 $(96)$2,437 
Depreciation, depletion, amortization and accretionDepreciation, depletion, amortization and accretion292 21 — 313 Depreciation, depletion, amortization and accretion$323 $13 $— $336 
Income (loss) from operationsIncome (loss) from operations1,637 39 (16)1,660 Income (loss) from operations$1,598 $41 $(25)$1,614 
Interest expense, netInterest expense, net(31)(9)— (40)Interest expense, net$(33)$(10)$— $(43)
Other income (expense)Other income (expense)(600)(5)(596)Other income (expense)$(27)$20 $(4)$(11)
Provision for (benefit from) income taxesProvision for (benefit from) income taxes219 — 221 Provision for (benefit from) income taxes$287 $$— $290 
Net income (loss) attributable to non-controlling interestNet income (loss) attributable to non-controlling interest16 — 24 Net income (loss) attributable to non-controlling interest$76 $10 $— $86 
Net income (loss) attributable to Diamondback Energy, Inc.Net income (loss) attributable to Diamondback Energy, Inc.771 29 (21)779 Net income (loss) attributable to Diamondback Energy, Inc.$1,175 $38 $(29)$1,184 
As of December 31, 2022:As of December 31, 2022:As of December 31, 2022:
Total assetsTotal assets$24,452 $2,213 $(456)$26,209 Total assets$24,452 $2,213 $(456)$26,209 

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Diamondback Energy, Inc. and Subsidiaries
Condensed Notes to Consolidated Financial Statements - (Continued)
(Unaudited)
UpstreamAll OtherEliminationsTotal
(In millions)
Nine Months Ended September 30, 2023:
Third-party revenues$6,126 $58 $— $6,184 
Intersegment revenues— 286 (286)— 
Total revenues$6,126 $344 $(286)$6,184 
Depreciation, depletion, amortization and accretion$1,244 $33 $— $1,277 
Income (loss) from operations$3,320 $118 $(73)$3,365 
Interest expense, net$(139)$$— $(138)
Other income (expense)$(370)$128 $(12)$(254)
Provision for (benefit from) income taxes$626 $22 $— $648 
Net income (loss) attributable to non-controlling interest$142 $— $— $142 
Net income (loss) attributable to Diamondback Energy, Inc.$2,043 $225 $(85)$2,183 
As of September 30, 2023:
Total assets$27,382 $1,263 $(596)$28,049 

UpstreamAll OtherEliminationsTotal
(In millions)
Nine Months Ended September 30, 2022:
Third-party revenues$7,563 $50 $— $7,613 
Intersegment revenues— 273 (273)— 
Total revenues$7,563 $323 $(273)$7,613 
Depreciation, depletion, amortization and accretion$929 $50 $— $979 
Income (loss) from operations$5,197 $119 $(64)$5,252 
Interest expense, net$(94)$(28)$— $(122)
Other income (expense)$(727)$57 $(13)$(683)
Provision for (benefit from) income taxes$904 $$— $913 
Net income (loss) attributable to non-controlling interest$125 $30 $— $155 
Net income (loss) attributable to Diamondback Energy, Inc.$3,347 $109 $(77)$3,379 
As of December 31, 2022:
Total assets$24,452 $2,213 $(456)$26,209 
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ITEM 2.         MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

We are an independent oil and natural gas company currently focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves in the Permian Basin in West Texas. As discussed in Note 1—Description of the Business and Basis of Presentation and Note 16—Segment Information of the condensed notes to the consolidated financial statements, included elsewhere in this report, as of March 31,September 30, 2023, we have one reportable segment, the upstream segment.

First
Third Quarter 2023 Financial and Operating Highlights

We recordedRecorded net income of $0.7 billion$915 million for the firstthird quarter of 2023.

Increased our annual base dividend to $3.20$3.36 per share, and paid dividends to stockholders of $542$149 million during the firstthird quarter of 2023 and declared a combined base and variable cash dividend payable in the secondfourth quarter of 2023 of $0.83$3.37 per share of common stock.

Repurchased $332$56 million, excluding excise tax, of our common stock, leaving approximately $2.1$1.8 billion available for future purchases under our common stock repurchase program at March 31,September 30, 2023.

Our cash operating costs for the firstthird quarter of 2023 were $11.61$10.51 per BOE, including lease operating expenses of $5.02$5.42 per BOE, cash general and administrative expenses of $0.76$0.51 per BOE and production and ad valorem taxes and gathering and transportation expenses of $5.83$4.58 per BOE.

Our average production was 425.0452.8 MBOE/d during the firstthird quarter of 2023.

Drilled 7079 gross horizontal wells in the Midland Basin and 127 gross horizontal wells in the Delaware Basin, and turned 8874 gross operated horizontal wells (69(73 in the Midland Basin and 191 in the Delaware Basin) to production.

Incurred capital expenditures, excluding acquisitions, of $657$684 million during the firstthird quarter of 2023.

To date, we have executed onor announced non-core asset sale transactions, including those discussed in these highlights and “—Recent Developmentsbelow, involving gross proceeds of $773 million and, as a result, expect to meet or exceedapproximately $1.7 billion, in excess of our previously announced non-core asset divestiture target of at least $1.0 billion by year end 2023 through the sale of certain midstream or upstream non-core assets.2023.

As part of our ongoing commitment to sustainability
Transactions and environmental and social responsibility, in March 2023, we joined the Oil & Gas Methane Partnership 2.0 (OGMP 2.0), the flagship oil and gas reporting and mitigation program of the United Nations Environment Programme.Recent Developments

Recent DevelopmentsAcquisition and Divestiture Update

Deep Blue Acquisition and Divestiture of Water Assets

On September 1, 2023, we contributed our Water Assets with a net carrying value of $681 million in exchange for $516 million, a 30% equity ownership and voting interest in the newly formed Deep Blue joint venture and certain contingent consideration.

Divestiture Transaction

On AprilJuly 28, 2023, the Company closed on a divestiture of non-core assets with an unrelated third-party buyer consisting of approximately 19,000 net acres in Glasscock County for total consideration of $275 million, including certain customary post-closing adjustments. The assets being sold in these pending transactions include approximately 2 MBO/d (7 MBOE/d) of 2023 production.

Lario Acquisition

On January 31, 2023, we closed on the Lario Acquisition, which included approximately 25,000 gross (16,000 net) acres in the Midland Basin and certain related oil and gas assets in exchange for 4.33 million shares of our common stock and $814 million, including certain customary post-closing adjustments.

Gray Oak Divestiture

On January 9, 2023, we divested our 10% non-operating equity investment43% limited liability company interest in Gray OakOMOG for $172$225 million in cash proceedsreceived at closing and recorded a gain on the sale of equity method investments of approximately $53$35 million in the firstthird quarter of 2023 that was included in “Other income (expense), net” on2023.

See Note 4—Acquisitions and Divestitures of the condensed notes to the consolidated statementfinancial statements for further discussion of operations.our acquisitions and divestitures.

Subsequent Events Transactions

Viper 2031 Notes Offering

On October 19, 2023, Viper completed the Viper 2031 Notes Offering of $400 million in aggregate principal amount of the Viper 2031 Notes. Viper received net proceeds of approximately $394 million, after deducting the initial purchasers’ discount and expected transaction costs, from the Viper 2031 Notes Offering.
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Other Divestitures of Certain Non-Core AssetsViper Acquisition

On March 31,November 1, 2023, the Company divested non-core assetsViper acquired certain mineral and royalty interests for total consideration consisting of approximately 4,900 net acres in Ward9.02 million Viper common units and Winkler counties to unrelated third-party buyers for $79$750 million in cash, includingsubject to customary post-closing adjustments. The mineral and royalty interests acquired in the Viper Acquisition represent 4,600 net royalty acres in the Permian Basin, plus an additional 2,700 net royalty acres in other major basins. The cash portion of this transaction was funded through a combination of cash on hand and held in escrow, borrowings under Viper LLC’s credit agreement, the proceeds from the Viper 2031 Notes and $200 million of proceeds from Viper’s issuance of common units to us under the common unit purchase and sale agreement.

See Note 15—Subsequent Events of the condensed notes to the consolidated financial statements for further details.

Commodity Prices and Inflation

Prices for oil, natural gas and natural gas liquids are determined primarily by prevailing market conditions. Regional and worldwide economic activity, including any economic downturn or recession that has occurred or may occur in the future, extreme weather conditions and other substantially variable factors, influence market conditions for these products. These factors are beyond our control and are difficult to predict. During the nine months ended 2023 and 2022, NYMEX WTI price for crude oil ranged from $66.74 to $123.70averaged $77.28 and $98.25 per Bbl, respectively, and the NYMEX Henry Hub price of natural gas ranged from $1.99 to $9.68averaged $2.58 and $6.69 per MMBtu, with seven-year highs reached in 2022.respectively. The war in Ukraine the COVID-19 pandemic,and Israel-Hamas war, rising interest rates, global supply chain disruptions, concerns about a potential economic downturn or recession, recentand measures to combat persistent inflation and instability in the financial sector have contributed to recent economic and pricing volatility and may continue to impact pricing throughout 2023. Although the impact of inflation on our business has been insignificant in prior periods, inflation in the U.S. has been rising at its fastest rate in over 40 years, creating inflationary pressure on the cost of services, equipment and other goods in the energy industry and other sectors, which is contributing to labor and materials shortages across the supply-chain. Additionally, OPEC and its non-OPEC allies, known collectively as OPEC+, continues to meet regularly to evaluate the state of global oil supply, demand and inventory levels.

Upstream SegmentOperations

Our activities are primarily directed at the horizontal development of the Wolfcamp and Spraberry formations in the Midland Basin and the Wolfcamp and Bone Spring formations in the Delaware Basin within the Permian Basin. Additionally, our publicly-traded subsidiary, Viper, is focused on owning and acquiring mineral interests and royalty interests in oil and natural gas properties primarily in the Permian Basin and derives royalty income and lease bonus income from such interests.

As of March 31,September 30, 2023, we had approximately 515,388500,793 net acres, which primarily consisted of approximately 362,389354,084 net acres in the Midland Basin and 152,678146,388 net acres in the Delaware Basin.

We intend to continue to develop our reserves and increase production through development drilling and exploitation and exploration activities on our multi-year inventory of identified potential drilling locations and through acquisitions that meet our strategic and financial objectives, targeting oil-weighted reserves. Near-term productionProduction is expected to continue to increasegrow slightly in the secondfourth quarter of 2023, with oil production projected to be between 269 and 273 MBO/d (455 to 460 MBOE/d). We anticipate we will continue to grow production organically at a low single digit annual pace in 2024, with a similar level of activity to 2023, primarily due to the impactquality of the Lario Acquisition and certain expected organic growth. This trend is expected to continue through 2023 asacreage we bringare developing on a large pads with high net revenue interest in our core development areasscale in the Northern Midland Basin.Basin, combined with multi-well pads and a high mineral interest across our development plan. We anticipate that capital expenditures will increasedecrease by 5% to 10% in the secondfourth quarter of 2023 as we will be paying in that quarter for peakdue to lower well costs, lower drilling activity and, well costs, primarily attributable to the second half of the first quarter of 2023, anda lesser degree, a slower completion cadence. We expect meaningful decreases in well costs thereafter due to decreasing raw material prices and well service costs.this will set a baseline for our 2024 capital development plan. We also expect lower completion costs in the coming quarters through increased efficiencies with the start-up of our second simulfrac e-fleet.quarter and into 2024 due to a continuous decline in raw materials and service costs. The majority of our wells will beare now being completed with either a simulfrac or simulfrac e-fleet, beginning in the second quarter of 2023, reducing our exposure to spot frac prices.

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The following table sets forth the total number of operated horizontal wells drilled and completed during the first quarter of 2023:periods indicated:
Three Months Ended March 31, 2023
Drilled
Completed(1)
Area:GrossNetGrossNet
Midland Basin70 65 69 65 
Delaware Basin12 11 19 18 
Total82 76 88 83 

Three Months Ended September 30, 2023Nine Months Ended September 30, 2023
Drilled
Completed(1)
Drilled
Completed(2)
Area:GrossNetGrossNetGrossNetGrossNet
Midland Basin79 69 73 70 235 215 213 201 
Delaware Basin31 27 38 35 
Total86 75 74 71 266 242 251 236 
(1)The average lateral length for the wells completed during the firstthird quarter of 2023 was 10,82911,864 feet. Operated completions during the firstthird quarter of 2023 consisted of 23 Wolfcamp A wells, 2025 Lower Spraberry wells, 1520 Wolfcamp BA wells, 11 Jo Mill wells, eight Wolfcamp B wells, seven Middle Spraberry wells, one Third Bone Spring wells, six Second Bone Spring wells, five Middlewell, one Upper Spraberry wellswell and one Barnett well.

(2)
24The average lateral length for the wells completed during the first nine months of 2023 was 11,184 feet. Operated completions during the nine months of 2023 consisted of 69 Lower Spraberry wells, 64 Wolfcamp A wells, 41 Wolfcamp B wells, 32 Jo Mill wells, 18 Middle Spraberry wells, 15 Third Bone Spring wells, eight Second Bone Spring wells, two Upper Spraberry wells and two Barnett wells.


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As of March 31,September 30, 2023, we operated the following wells:

As of March 31, 2023As of September 30, 2023
Vertical WellsHorizontal WellsTotalVertical WellsHorizontal WellsTotal
Area:Area:GrossNetGrossNetGrossNetArea:GrossNetGrossNetGrossNet
Midland BasinMidland Basin3,010 2,855 2,245 2,076 5,255 4,931 Midland Basin2,667 2,525 2,219 2,048 4,886 4,573 
Delaware BasinDelaware Basin42 39 716 664 758 703 Delaware Basin39 36 700 649 739 685 
TotalTotal3,052 2,894 2,961 2,740 6,013 5,634 Total2,706 2,561 2,919 2,697 5,625 5,258 

As of March 31,September 30, 2023, we held interests in 11,98812,012 gross (5,734(5,347 net) wells, including 1,1191,123 gross (100(89 net) wells in which we have non-operated working interest.

Results of Operations
Comparison of the Three Months Ended March 31,September 30, 2023 and December 31, 2022June 30, 2023

As noted in “Recent Developments,” the markets for oil and natural gas are highly volatile and are influenced by a number of factors which can lead to significant changes in our results of operations and management’s operational strategy on a quarterly basis. Accordingly, our results of operations discussion focuses on a comparison of the current quarter’s results of operations with those of the immediately preceding quarter. We believe our discussion provides investors with a more meaningful analysis of material operational and financial changes which occurred during the quarter based on current market and operational trends.
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Table of OperationsContents

The following table sets forth selected operating data for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
March 31, 2023December 31, 2022September 30, 2023June 30, 2023
Revenues (In millions):Revenues (In millions):Revenues (In millions):
Oil salesOil sales$1,654 $1,672 Oil sales$1,997 $1,708 
Natural gas salesNatural gas sales69 144 Natural gas sales80 48 
Natural gas liquid salesNatural gas liquid sales179 192 Natural gas liquid sales188 140 
Total oil, natural gas and natural gas liquid revenuesTotal oil, natural gas and natural gas liquid revenues$1,902 $2,008 Total oil, natural gas and natural gas liquid revenues$2,265 $1,896 
Production Data:Production Data:Production Data:
Oil (MBbls)Oil (MBbls)22,624 20,803 Oil (MBbls)24,482 23,946 
Natural gas (MMcf)Natural gas (MMcf)47,388 45,020 Natural gas (MMcf)49,423 50,809 
Natural gas liquids (MBbls)Natural gas liquids (MBbls)7,730 7,703 Natural gas liquids (MBbls)8,943 8,528 
Combined volumes (MBOE)(1)
Combined volumes (MBOE)(1)
38,252 36,009 
Combined volumes (MBOE)(1)
41,662 40,942 
Daily oil volumes (BO/d)Daily oil volumes (BO/d)251,378 226,120 Daily oil volumes (BO/d)266,109 263,143 
Daily combined volumes (BOE/d)Daily combined volumes (BOE/d)425,022 391,402 Daily combined volumes (BOE/d)452,848 449,912 
Average Prices:Average Prices:Average Prices:
Oil ($ per Bbl)Oil ($ per Bbl)$73.11 $80.37 Oil ($ per Bbl)$81.57 $71.33 
Natural gas ($ per Mcf)Natural gas ($ per Mcf)$1.46 $3.20 Natural gas ($ per Mcf)$1.62 $0.94 
Natural gas liquids ($ per Bbl)Natural gas liquids ($ per Bbl)$23.16 $24.93 Natural gas liquids ($ per Bbl)$21.02 $16.42 
Combined ($ per BOE)Combined ($ per BOE)$49.72 $55.76 Combined ($ per BOE)$54.37 $46.31 
Oil, hedged ($ per Bbl)(2)
Oil, hedged ($ per Bbl)(2)
$72.05 $79.08 
Oil, hedged ($ per Bbl)(2)
$80.51 $70.41 
Natural gas, hedged ($ per Mcf)(2)
Natural gas, hedged ($ per Mcf)(2)
$1.96 $3.20 
Natural gas, hedged ($ per Mcf)(2)
$1.62 $1.08 
Natural gas liquids, hedged ($ per Bbl)(2)
Natural gas liquids, hedged ($ per Bbl)(2)
$23.16 $24.93 
Natural gas liquids, hedged ($ per Bbl)(2)
$21.02 $16.42 
Average price, hedged ($ per BOE)(2)
Average price, hedged ($ per BOE)(2)
$49.72 $55.01 
Average price, hedged ($ per BOE)(2)
$53.74 $45.94 
(1)Bbl equivalents are calculated using a conversion rate of six Mcf per 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.
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Production Data. Substantially all of our revenues are generated through the sale of oil, natural gas and natural gas liquids production. The following tables provide information on the mix of our production for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:
Three Months Ended
March 31, 2023December 31, 2022
Oil (MBbls)59 %58 %
Natural gas (MMcf)21 %21 %
Natural gas liquids (MBbls)20 %21 %
100 %100 %

Three Months Ended March 31, 2023Three Months Ended December 31, 2022Three Months Ended
Midland BasinDelaware Basin
Other(1)
TotalMidland BasinDelaware Basin
Other(2)
TotalSeptember 30, 2023June 30, 2023
Production Data:
Oil (MBbls)Oil (MBbls)17,720 4,892 12 22,624 15,459 5,311 33 20,803 Oil (MBbls)59 %58 %
Natural gas (MMcf)Natural gas (MMcf)33,548 13,786 54 47,388 30,381 14,521 118 45,020 Natural gas (MMcf)20 %21 %
Natural gas liquids (MBbls)Natural gas liquids (MBbls)5,858 1,874 (2)7,730 5,477 2,211 15 7,703 Natural gas liquids (MBbls)21 %21 %
Total (MBOE)29,169 9,064 19 38,252 25,999 9,942 68 36,009 
100 %100 %

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Three Months Ended September 30, 2023Three Months Ended June 30, 2023
Midland BasinDelaware Basin
Other(1)
TotalMidland BasinDelaware Basin
Other(1)
Total
Production Data:
Oil (MBbls)19,400 5,058 24 24,482 18,528 5,410 23,946 
Natural gas (MMcf)34,661 14,696 66 49,423 35,515 15,232 62 50,809 
Natural gas liquids (MBbls)6,705 2,232 8,943 6,326 2,197 8,528 
Total (MBOE)31,882 9,739 41 41,662 30,773 10,146 23 40,942 
(1)Includes the Rockies.
(2)Includes the Eagle Ford Shale and Rockies.

Oil, Natural Gas and Natural Gas Liquids Revenues. Our revenues are a function of oil, natural gas and natural gas liquids production volumes sold and average sales prices received for those volumes.

Our oil, natural gas and natural gas liquids revenues for the firstthird quarter of 2023 decreasedincreased by $106$369 million or 5%, to $1.9$2.3 billion from $2.0 billion duringcompared to the fourthsecond quarter of 2022.2023. The overall decrease was primarily dueincrease consisted of $325 million attributable to a reduction of $261 million inhigher average prices received for our oil, production, and to a lesser extent our natural gas and natural gas liquids production partially offset by an increase of $155and $44 million dueattributable to a 6%the 2% growth in our combined volumes sold, which primarily resultedsold.

Net Sales of Purchased Oil. Beginning in the third quarter of 2023, we entered into purchase transactions with third parties and separate sale transactions with third parties to satisfy certain of our unused oil pipeline capacity commitments. The following table presents the net sales of purchased oil from additional production fromthird parties for the FireBird Acquisitionthree months ended September 30, 2023 and the Lario Acquisition.June 30, 2023:

Three Months Ended
(In millions)September 30, 2023June 30, 2023
Sales of purchased oil$59 $— 
Purchased oil expense59 — 
Net sales of purchased oil$— $— 

Other Revenues. The following table showspresents other insignificant revenue for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:
Three Months Ended
(In millions)March 31, 2023December 31, 2022
Other operating income$23 $22 

Three Months Ended
(In millions)September 30, 2023June 30, 2023
Other operating income$16 $23 

Lease Operating Expenses. The following table shows lease operating expenses for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
March 31, 2023December 31, 2022September 30, 2023June 30, 2023
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Lease operating expensesLease operating expenses$192 $5.02 $161 $4.47 Lease operating expenses$226 $5.42 $200 $4.88 

Lease operating expenses increased by $31$26 million or $0.55in total and increased by $0.54 on a per BOE basis for the firstthird quarter of 2023 compared to the fourth quarter of 2022. The increase primarily consists of $15 million in production and operating expenses incurred on wells acquired in the FireBird Acquisition and the Lario Acquisition in the firstsecond quarter of 2023, primarily due to (i) $8 million in additional costs incurred for water services as well asa result of divesting our Water Assets in the fourththird quarter of 2022 including a non-recurring reduction of $82023, (ii) $6 million for prior period utility credits. The remainingin increased spend on electrical generation and disposal related costs, (iii) $4 million due to the increase is due toin production volumes, and (iv) other individually insignificant changes.changes, including adjustments of prior period accruals in the second quarter of 2023.

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Production and Ad Valorem Tax Expense. The following table shows production and ad valorem tax expense for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
March 31, 2023December 31, 2022September 30, 2023June 30, 2023
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Production taxesProduction taxes$92 $2.40 $99 $2.75 Production taxes$108 $2.59 $87 $2.12 
Ad valorem taxesAd valorem taxes63 1.65 17 0.47 Ad valorem taxes10 0.24 61 1.49 
Total production and ad valorem expenseTotal production and ad valorem expense$155 $4.05 $116 $3.22 Total production and ad valorem expense$118 $2.83 $148 $3.61 
Production taxes as a % of oil, natural gas, and natural gas liquids revenue4.8 %4.9 %
Production taxes as a % of oil, natural gas and natural gas liquids revenueProduction taxes as a % of oil, natural gas and natural gas liquids revenue4.8 %4.6 %

In general, production taxes are directly related to production revenues and are based upon current year commodity prices. Production taxes as a percentage of production revenues for the firstthird quarter of 2023 remained consistent withincreased slightly compared to the fourthsecond quarter of 2022.2023, primarily due to an increase in our natural gas and natural gas liquids sales, which have a higher production tax rate.

Ad valorem taxes are based, among other factors, on property values driven by prior year commodity prices. DuringIn the firstthird quarter of 2023, we lowered our full year estimate of ad valorem taxes based on expected reductions in our tax rates and accordingly, decreased our ad valorem accrual compared to the fourthsecond quarter of 2022, ad valorem taxes increased by $46 million due to the fourth quarter of 2022 including $24 million in reductions to the full year 2022 accrual for ad valorem taxes to reflect actual tax assessments received. The remaining increase in ad valorem taxes was due to an expected increase in ad valorem expense for 2023.

Gathering and Transportation Expense. The following table shows gathering and transportation expense for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
March 31, 2023December 31, 2022September 30, 2023June 30, 2023
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Gathering and transportationGathering and transportation$68 $1.78 $67 $1.86 Gathering and transportation$73 $1.75 $68 $1.66 

GatheringThe increases in gathering and transportation expenses forand the firstper BOE amounts during the third quarter of 2023 compared to the fourthsecond quarter of 2022 were relatively consistent.2023 primarily resulted from incurring higher costs for third party oil gathering services after divesting our oil gathering assets in the third quarter of 2023.

Depreciation, Depletion, Amortization and Accretion. The following table provides the components of our depreciation, depletion, amortization and accretion expense for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
(In millions, except BOE amounts)(In millions, except BOE amounts)March 31, 2023December 31, 2022(In millions, except BOE amounts)September 30, 2023June 30, 2023
Depletion of proved oil and natural gas propertiesDepletion of proved oil and natural gas properties$381 $342 Depletion of proved oil and natural gas properties$426 $410 
Depreciation of other property and equipment17 19 
Depreciation and amortization of other property and equipmentDepreciation and amortization of other property and equipment12 16 
Other amortizationOther amortization— Other amortization— 
Asset retirement obligation accretionAsset retirement obligation accretionAsset retirement obligation accretion
Depreciation, depletion, amortization and accretionDepreciation, depletion, amortization and accretion$403 $365 Depreciation, depletion, amortization and accretion$442 $432 
Oil and natural gas properties depletion rate per BOEOil and natural gas properties depletion rate per BOE$9.96 $9.50 Oil and natural gas properties depletion rate per BOE$10.23 $10.01 
Depreciation, depletion, amortization and accretion per BOEDepreciation, depletion, amortization and accretion per BOE$10.61 $10.55 

Depletion of proved oil and natural gas properties increased by $39.0$16.0 million forin the firstthird quarter of 2023 as compared to the fourthsecond quarter of 20222023 due primarily to the growth in production volumes discussed above and an increase in the depletion rate and production volumes resulting from the addition of leasehold costs, reserves and production from the Lario Acquisition.rate.

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General and Administrative Expenses. The following table shows general and administrative expenses for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
March 31, 2023December 31, 2022September 30, 2023June 30, 2023
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
General and administrative expensesGeneral and administrative expenses$29 $0.76 $22 $0.61 General and administrative expenses$21 $0.51 $21 $0.51 
Non-cash stock-based compensationNon-cash stock-based compensation11 0.29 13 0.36 Non-cash stock-based compensation13 0.31 16 0.39 
Total general and administrative expensesTotal general and administrative expenses$40 $1.05 $35 $0.97 Total general and administrative expenses$34 $0.82 $37 $0.90 

The increase in generalGeneral and administrative expenses remained consistent for the firstthird quarter of 2023 compared to the fourthsecond quarter of 2022 was primarily2023. The decrease in non-cash stock-based compensation is due to compensation related accrual adjustments madeforfeitures of unvested restricted stock units and performance restricted stock units during the firstthird quarter of 2023 for 2022 annual bonuses and annual compensation adjustments.2023.

Other Operating Costs and Expenses. The following table shows other insignificant operating costs and expenses for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
(In millions)(In millions)March 31, 2023December 31, 2022(In millions)September 30, 2023June 30, 2023
Merger and integration expensesMerger and integration expenses$$Merger and integration expenses$$
Other operating expensesOther operating expenses$34 $27 Other operating expenses$47 $32 

The increase in other operating expenses during the third quarter of 2023 compared to the second quarter of 2023 is primarily due to insignificant losses recorded on disposals of property, plant and equipment in the third quarter of 2023.

Derivative Instruments. The following table shows the net gain (loss) on derivative instruments and the net cash receipts (payments) on settlements of derivative instruments for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
(In millions)(In millions)March 31, 2023December 31, 2022(In millions)September 30, 2023June 30, 2023
Gain (loss) on derivative instruments, netGain (loss) on derivative instruments, net$(93)$91 Gain (loss) on derivative instruments, net$(76)$(189)
Net cash received (paid) on settlementsNet cash received (paid) on settlements$$(34)Net cash received (paid) on settlements$(24)$(39)

See Note 11—Derivatives of the condensed notes to the consolidated financial statements included elsewhere in this report for further details regarding our derivative instruments.

Other Income (Expense). The following table shows other income and expenses for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
(In millions)(In millions)March 31, 2023December 31, 2022(In millions)September 30, 2023June 30, 2023
Interest expense, netInterest expense, net$(46)$(37)Interest expense, net$(41)$(51)
Other income (expense), netOther income (expense), net$53 $(2)Other income (expense), net$37 $(21)
Gain (loss) on extinguishment of debtGain (loss) on extinguishment of debt$— $(40)Gain (loss) on extinguishment of debt$— $(4)
Income (loss) from equity investmentsIncome (loss) from equity investments$14 $21 Income (loss) from equity investments$$16 

The increasedecrease in net interest expense for the firstthird quarter of 2023 compared to the fourthsecond quarter of 20222023 primarily reflects (i) an $11 million increase in interest expense on our senior notes due largely to incurringconsists of a full quarter of interest on the $1.1 billion of 6.250% Senior Notes due 2033 issued in October 2022 and the $650 million of 6.25% Senior Notes due 2053 issued in December 2022, (ii) a $2 million increase in interest expense on our and Viper’s revolving credit facilities due primarily to higher weighted average interest rates and an increase in borrowings to fund a portion of the cash for the Lario Acquisition. These increases were partially offset by a $4$6 million increase in capitalized interest costs, which reducedreduce interest expense.expense, and a $4 million decrease in interest expense on our revolving credit facility, which was undrawn for a portion of the third quarter of 2023.

Gain (loss)The change in other income (expense), net is primarily due to the third quarter of 2023 including the $35 million gain on extinguishmentthe sale of debt reflectsour equity method investment in OMOG as discussed further in Note 4—Acquisitions and Divestitures to the difference betweencondensed notes to the carrying value and reacquisition price for the repurchase and redemption of various senior notes during the 2022 period.consolidated financial statements.

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See Note 7—Debt of the condensed notes to the consolidated financial statements included elsewhere in this report for further details regarding outstanding borrowings.borrowings and gain (loss) on extinguishment of debt.

Provision for (Benefit from) Income Taxes. The following table shows the provision for (benefit from) income taxes for the three months ended March 31,September 30, 2023 and December 31, 2022:June 30, 2023:

Three Months EndedThree Months Ended
(In millions)(In millions)March 31, 2023December 31, 2022(In millions)September 30, 2023June 30, 2023
Provision for (benefit from) income taxesProvision for (benefit from) income taxes$207 $261 Provision for (benefit from) income taxes$276 $165 

The change in our income tax provision for the firstthird quarter of 2023 compared to the fourthsecond quarter of 20222023 was primarily due to the decreaseincrease in pre-tax income between the periods which resulted largely from the changes in revenues from oil, natural gas and natural gas liquids discussed above. See Note 10—Income Taxes of the condensed notes to the consolidated financial statements for further discussion of our income tax expense.

Comparison of the ThreeNine Months Ended March 31,September 30, 2023 and 2022

The following table sets forth selected operating data for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
Revenues (In millions):Revenues (In millions):Revenues (In millions):
Oil salesOil sales$1,654 $1,946 Oil sales$5,359 $5,988 
Natural gas salesNatural gas sales69 154 Natural gas sales197 714 
Natural gas liquid salesNatural gas liquid sales179 289 Natural gas liquid sales507 856 
Total oil, natural gas and natural gas liquid revenuesTotal oil, natural gas and natural gas liquid revenues$1,902 $2,389 Total oil, natural gas and natural gas liquid revenues$6,063 $7,558 
Production Data:Production Data:Production Data:
Oil (MBbls)Oil (MBbls)22,624 20,055 Oil (MBbls)71,052 60,813 
Natural gas (MMcf)Natural gas (MMcf)47,388 42,645 Natural gas (MMcf)147,620 131,356 
Natural gas liquids (MBbls)Natural gas liquids (MBbls)7,730 7,161 Natural gas liquids (MBbls)25,201 22,177 
Combined volumes (MBOE)(1)
Combined volumes (MBOE)(1)
38,252 34,324 
Combined volumes (MBOE)(1)
120,856 104,883 
Daily oil volumes (BO/d)Daily oil volumes (BO/d)251,378 222,833 Daily oil volumes (BO/d)260,264 222,758 
Daily combined volumes (BOE/d)Daily combined volumes (BOE/d)425,022 381,378 Daily combined volumes (BOE/d)442,696 384,187 
Average Prices:Average Prices:Average Prices:
Oil ($ per Bbl)Oil ($ per Bbl)$73.11 $97.03 Oil ($ per Bbl)$75.42 $98.47 
Natural gas ($ per Mcf)Natural gas ($ per Mcf)$1.46 $3.61 Natural gas ($ per Mcf)$1.33 $5.44 
Natural gas liquids ($ per Bbl)Natural gas liquids ($ per Bbl)$23.16 $40.36 Natural gas liquids ($ per Bbl)$20.12 $38.60 
Combined ($ per BOE)Combined ($ per BOE)$49.72 $69.60 Combined ($ per BOE)$50.17 $72.06 
Oil, hedged ($ per Bbl)(2)
Oil, hedged ($ per Bbl)(2)
$72.05 $83.47 
Oil, hedged ($ per Bbl)(2)
$74.41 $89.39 
Natural gas, hedged ($ per Mcf)(2)
Natural gas, hedged ($ per Mcf)(2)
$1.96 $3.31 
Natural gas, hedged ($ per Mcf)(2)
$1.54 $4.43 
Natural gas liquids, hedged ($ per Bbl)(2)
Natural gas liquids, hedged ($ per Bbl)(2)
$23.16 $40.36 
Natural gas liquids, hedged ($ per Bbl)(2)
$20.12 $38.60 
Average price, hedged ($ per BOE)(2)
Average price, hedged ($ per BOE)(2)
$49.72 $61.30 
Average price, hedged ($ per BOE)(2)
$49.83 $65.54 
(1)Bbl equivalents are calculated using a conversion rate of six Mcf per 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.

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Production Data. Substantially all of our revenues are generated through the sale of oil, natural gas and natural gas liquids production. The following tables set forth the mix of our production data by product and basin for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
Oil (MBbls)Oil (MBbls)59 %58 %Oil (MBbls)59 %58 %
Natural gas (MMcf)Natural gas (MMcf)21 %21 %Natural gas (MMcf)20 %21 %
Natural gas liquids (MBbls)Natural gas liquids (MBbls)20 %21 %Natural gas liquids (MBbls)21 %21 %
100 %100 %100 %100 %

Three Months Ended March 31, 2023Three Months Ended March 31, 2022Nine Months Ended September 30, 2023Nine Months Ended September 30, 2022
Midland BasinDelaware Basin
Other(1)
TotalMidland BasinDelaware Basin
Other(2)
TotalMidland BasinDelaware Basin
Other(1)
TotalMidland BasinDelaware Basin
Other(2)
Total
Production Data:Production Data:Production Data:
Oil (MBbls)Oil (MBbls)17,720 4,892 12 22,624 13,921 6,101 33 20,055 Oil (MBbls)55,648 15,360 44 71,052 43,344 17,370 99 60,813 
Natural gas (MMcf)Natural gas (MMcf)33,548 13,786 54 47,388 26,873 15,681 91 42,645 Natural gas (MMcf)103,724 43,716 180 147,620 86,198 44,817 341 131,356 
Natural gas liquids (MBbls)Natural gas liquids (MBbls)5,858 1,874 (2)7,730 4,750 2,390 21 7,161 Natural gas liquids (MBbls)18,889 6,303 25,201 15,323 6,805 49 22,177 
Total (MBOE)Total (MBOE)29,169 9,064 19 38,252 23,150 11,105 69 34,324 Total (MBOE)91,824 28,949 83 120,856 73,033 31,645 205 104,883 
(1)Includes the Rockies.
(2)Includes the Eagle Ford Shale and High Plains.Rockies.

Oil, Natural Gas and Natural Gas Liquids Revenues. Our revenues are a function of oil, natural gas and natural gas liquids production volumes sold and average sales prices received for those volumes.

Our oil, natural gas and natural gas liquids revenues for the threenine months ended March 31,September 30, 2023 decreased by $487 million,$1.5 billion, or 20%, to $1.9$6.1 billion from $2.4 billion during the three months ended March 31, 2022. The overall decrease wassame period in 2022 primarily due to a reduction of $776 million due$2.7 billion attributable to a decline inlower average prices received for our oil production and to a lesser extent, our natural gas and natural gas liquids production,production. The decrease due to lower average prices was partially offset by an increase of $289 million due$1.2 billion attributable to an 11%the 15% growth in our combined volumes, sold,which was primarily due to additional production from the FireBird Acquisition and the Lario Acquisition.

Net Sales of Purchased Oil. Beginning in the third quarter of 2023, we entered into purchase transactions with third parties and separate sale transactions with third parties to satisfy certain of our unused oil pipeline capacity commitments. The following table presents the net sales of purchased oil from third parties for the nine months ended September 30, 2023 and 2022:

Nine Months Ended September 30,
(In millions)20232022
Sales of purchased oil$59 $— 
Purchased oil expense59 — 
Net sales of purchased oil$— $— 

Other Revenues. The following table shows the other insignificant revenues for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions)(In millions)20232022(In millions)20232022
Other operating incomeOther operating income$23 $19 Other operating income$62 $55 

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Lease Operating Expenses. The following table shows lease operating expenses for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Lease operating expensesLease operating expenses$192 $5.02 $149 $4.34 Lease operating expenses$618 $5.11 $491 $4.68 

Lease operating expenses increased by $43$127 million, or $0.68$0.43 per BOE for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022,2022. The increase primarily due to a $24consists of (i) $76 million overall increase in utility and service costs driven by continued inflation and $19 million due to production and operating expenses incurred in 2023 on wells acquired in the FireBird Acquisition and the Lario Acquisition.Acquisition, (ii) $43 million in additional utility and service costs driven primarily by inflation, and (iii) $8 million in additional costs incurred for water services as a result of divesting our Water Assets in the third quarter of 2023.

30After giving effect to the divestiture of our Water Assets, we expect lease operating expenses to range from approximately $832 million to $881 million in 2023.


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Production and Ad Valorem Tax Expense. The following table shows production and ad valorem tax expense for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Production taxesProduction taxes$92 $2.40 $120 $3.50 Production taxes$287 $2.37 $384 $3.66 
Ad valorem taxesAd valorem taxes63 1.65 41 1.19 Ad valorem taxes134 1.11 111 1.06 
Total production and ad valorem expenseTotal production and ad valorem expense$155 $4.05 $161 $4.69 Total production and ad valorem expense$421 $3.48 $495 $4.72 
Production taxes as a % of oil, natural gas, and natural gas liquids revenue4.8 %5.0 %
Production taxes as a % of oil, natural gas and natural gas liquids revenueProduction taxes as a % of oil, natural gas and natural gas liquids revenue4.7 %5.1 %

In general, production taxes are directly related to production revenues and are based upon current year commodity prices. Production taxes as a percentage of production revenues remained relatively consistent for the three months ended March 31, 2023 period decreased slightly compared to the same period in 2022.2022, primarily due to a decrease in natural gas and natural gas liquids sales, which have a higher production tax rate.

Ad valorem taxes are based, among other factors, on property values driven by prior year commodity prices. Ad valorem taxes for the threenine months ended March 31,September 30, 2023 as compared to the same period in 2022 increased by $22$23 million, partially due to recording $7 million in ad valorem taxes for new well additions during 2022 and $5$17 million in ad valorem taxes for properties acquired in the FireBird Acquisition and the Lario Acquisition. The remaining increase is dueAcquisition and $6 million in ad valorem taxes related to higher overallnew wells added between periods and changes in valuations resulting from an increase in commodity prices between valuation periods.on existing wells.

We expect production and ad valorem taxes to be approximately 7% of oil, natural gas and natural gas liquids revenue during 2023.

Gathering and Transportation Expense. The following table shows gathering and transportation expense for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
Gathering and transportationGathering and transportation$68 $1.78 $59 $1.72 Gathering and transportation$209 $1.73 $191 $1.82 

The increase in gathering and transportation expenses for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022 is primarily attributable to an increasethe growth in production asvolumes discussed above and $4 million in additional charges incurred to transport production to pipelines where we have minimum volume commitments.above. The remainder of the increase israte per BOE decreased between periods, primarily due to annual contractual rate escalations.the 2022 period including additional fees incurred on minimum volume commitments.

After giving effect to the divestiture of our oil gathering assets, we expect cash gathering and transportation expenses to range from approximately $269 million to $294 million in 2023.
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Depreciation, Depletion, Amortization and Accretion. The following table provides the components of our depreciation, depletion, amortization and accretion expense for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions, except BOE amounts)(In millions, except BOE amounts)20232022(In millions, except BOE amounts)20232022
Depletion of proved oil and natural gas propertiesDepletion of proved oil and natural gas properties$381 $286 Depletion of proved oil and natural gas properties$1,217 $908 
Depreciation of other property and equipment17 20 
Depreciation and amortization of other property and equipmentDepreciation and amortization of other property and equipment45 58 
Other amortizationOther amortizationOther amortization
Asset retirement obligation accretionAsset retirement obligation accretionAsset retirement obligation accretion13 10 
Depreciation, depletion, amortization and accretionDepreciation, depletion, amortization and accretion$403 $313 Depreciation, depletion, amortization and accretion$1,277 $979 
Oil and natural gas properties depletion rate per BOEOil and natural gas properties depletion rate per BOE$9.96 $8.33 Oil and natural gas properties depletion rate per BOE$10.07 $8.66 
Depreciation, depletion, amortization and accretion per BOEDepreciation, depletion, amortization and accretion per BOE$10.57 $9.33 

The increase in depletion of proved oil and natural gas properties of $95$309 million for the threenine months ended March 31,September 30, 2023 as compared to the same period in 2022 resulted largely from an increase in the depletion rate and production volumes resulting from the addition of leasehold costs, reserves and production from the FireBird Acquisition and the Lario Acquisition.

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General and Administrative Expenses. The following table shows general and administrative expenses for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions, except per BOE amounts)(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE(In millions, except per BOE amounts)AmountPer BOEAmountPer BOE
General and administrative expensesGeneral and administrative expenses$29 $0.76 $21 $0.61 General and administrative expenses$71 $0.59 $67 $0.64 
Non-cash stock-based compensationNon-cash stock-based compensation11 0.29 15 0.44 Non-cash stock-based compensation40 0.33 42 0.40 
Total general and administrative expensesTotal general and administrative expenses$40 $1.05 $36 $1.05 Total general and administrative expenses$111 $0.92 $109 $1.04 

The increase in general and administrative expenses for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022 was primarily due to additionalhigher professional services costs in the current year.

Currently, we expect cash general and administrative expenses to range from approximately $90 million to $106 million and non-cash stock-based compensation and benefits costs related to annual compensation and bonus adjustments and an increaserange from $49 million to $65 million, respectively, in employee headcount from acquisitions.2023.

Other Operating Costs and Expenses. The following table shows the other insignificant operating costs and expenses for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions)(In millions)20232022(In millions)20232022
Merger and integration expensesMerger and integration expenses$11 $11 
Other operating expensesOther operating expenses$34 $30 Other operating expenses$113 $85 

The increase in other operating expenses for the nine months ended September 30, 2023 compared to the same period in 2022 primarily resulted from additional midstream services expenses incurred for activity on leasehold acreage obtained in the FireBird Acquisition and Lario Acquisition.

Derivative Instruments. The following table shows the net gain (loss) on derivative instruments and the net cash receipts (payments) on settlements of derivative instruments for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions)(In millions)20232022(In millions)20232022
Gain (loss) on derivative instruments, netGain (loss) on derivative instruments, net$(93)$(552)Gain (loss) on derivative instruments, net$(358)$(677)
Net cash received (paid) on settlements(1)
Net cash received (paid) on settlements(1)
$$(420)
Net cash received (paid) on settlements(1)
$(62)$(816)
(1)The first quarter ofnine months ended September 30, 2022 includes cash paid on commodity contracts terminated prior to their contractual maturity of $135$138 million.

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See Note 11—Derivatives of the condensed notes to the consolidated financial statements included elsewhere in this report for further details regarding our derivative instruments.

Other Income (Expense). The following table shows other income and expenses for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions)(In millions)20232022(In millions)20232022
Interest expense, netInterest expense, net$(46)$(40)Interest expense, net$(138)$(122)
Other income (expense), netOther income (expense), net$53 $Other income (expense), net$69 $(3)
Gain (loss) on extinguishment of debtGain (loss) on extinguishment of debt$— $(54)Gain (loss) on extinguishment of debt$(4)$(59)
Income (loss) from equity investmentsIncome (loss) from equity investments$14 $Income (loss) from equity investments$39 $56 

The increase in net interest expense for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022, primarily reflects (i) a $10net increase of $46 million increase in interest expense on our senior notes due primarily to the issuance of$82 million in additional interest costs on senior notes issued in the fourth quarter of 2022, as well aspartially offset by the net impact of other issuances and retirements of debt throughoutvarious senior notes in 2023 and 2022, and (ii) a $6$14 million increase in interest expense on our and Viper’s revolving credit facilityfacilities due primarily to higher weighted average interest rates and borrowings to fund the cash portion of the Lario Acquisition.acquisitions and other corporate expenses. These increases were partially offset by a $9$34 million increase in capitalized interest costs, which reduce interest expense.expense, and other insignificant reductions in interest income and the amortization of debt issuances costs and discounts.

Currently, we expect interest expense to range from approximately $180 million to $204 million in 2023.

Other income (expense), net for the nine months ended September 30, 2023 includes a $53 million gain on the sale of equity method investment in Gray Oak and $35 million gain on the sale of equity method investment in OMOG as discussed further in Note 4—Acquisitions and Divestitures to the condensed notes to the consolidated financial statements, partially offset by various other insignificant expenses.

Gain (loss) on extinguishment of debt reflects the difference between the carrying value and reacquisition price for the repurchase and redemption of various senior notes during the 2022 period.2023 and 2022.

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See Note 7—Debt of the condensed notes to the consolidated financial statements included elsewhere in this report for further details regarding outstanding borrowings.

Provision for (Benefit from) Income Taxes. The following table shows the provision for (benefit from) income taxes for the threenine months ended March 31,September 30, 2023 and 2022:

Three Months Ended March 31,Nine Months Ended September 30,
(In millions)(In millions)20232022(In millions)20232022
Provision for (benefit from) income taxesProvision for (benefit from) income taxes$207 $221 Provision for (benefit from) income taxes$648 $913 

The change in our income tax provision for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022 was primarily due to the decrease in pre-tax income which resultedresulting largely from the changesdecline in revenues from oil, natural gas and natural gas liquids discussed above.and was partially offset by the discrete income tax benefit recognized for the nine months ended September 30, 2022 related to a reduction in Viper’s valuation allowance against its deferred tax assets. See Note 10—Income Taxes of the condensed notes to the consolidated financial statements included elsewhere in this report for further discussion of our income tax expense.

Liquidity and Capital Resources

Overview of Sources and Uses of Cash

Historically, our primary sources of liquidity includehave included cash flows from operations, proceeds from our public equity offerings, borrowings under our revolving credit facility, proceeds from the issuance of senior notes and sales of non-core assets. Our primary uses of capital have been for the acquisition, development and exploration of oil and natural gas properties. At March 31,September 30, 2023, we had approximately $1.0$2.3 billion of liquidity consisting of $37$680 million in standalone cash and cash equivalents and $1.0$1.6 billion available under our credit facility. As discussed below, our revised capital budget for 2023 is $2.50$2.66 billion to $2.70 billion. WeAs of September 30, 2023, we have approximately $10 million of senior notes which matured and were redeemed on May 1, 2023.no debt maturities until 2026.

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Future cash flows are subject to a number of variables, including the level of oil and natural gas production and volatility of commodity prices, andprices. Further, significant additional capital expenditures will be required to more fully develop our properties. Prices for our commodities are determined primarily by prevailing market conditions, regional and worldwide economic activity, weather and other substantially variable factors. These factors are beyond our control and are difficult to predict. Seepredict as discussed further in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022. In order to mitigate this volatility, we enter into derivative contracts with a number of financial institutions, all of which are participants in our credit facility, to economically hedge a portion of our estimated future crude oil and natural gas production through the end of 2023 as discussed further in Note 11—Derivatives of the condensed notes to the consolidated financial statements and Item 3. Quantitative and Qualitative Disclosures About Market Risk—Commodity Price Risk included elsewhere in this report.. The level of our hedging activity and duration of the financial instruments employed depend on our desired cash flow protection, available hedge prices, the magnitude of our capital program and our operating strategy.

Cash Flow

Our cash flows for the threenine months ended March 31,September 30, 2023 and 2022 are presented below:
Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions)(In millions)
Net cash provided by (used in) operating activitiesNet cash provided by (used in) operating activities$1,425 $1,252 Net cash provided by (used in) operating activities$4,296 $4,884 
Net cash provided by (used in) investing activitiesNet cash provided by (used in) investing activities(1,279)(716)Net cash provided by (used in) investing activities(1,859)(1,952)
Net cash provided by (used in) financing activitiesNet cash provided by (used in) financing activities(257)(1,041)Net cash provided by (used in) financing activities(1,771)(3,570)
Net increase (decrease) in cashNet increase (decrease) in cash$(111)$(505)Net increase (decrease) in cash$666 $(638)

Operating Activities

Our operating cash flow is sensitive to many variables, the most significant of which is the volatility of prices for the oil and natural gas we produce. Prices for these commodities are determined primarily by prevailing market conditions. Regionalconditions, which are influenced by regional and worldwide economic activity, weather and other substantially variable factors influence market conditions for these products.factors. These factors are beyond our control and are difficult to predict.

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The increasedecrease in operating cash flows for the threenine months ended March 31,September 30, 2023 compared to the same period in 2022 primarily resulted from (i) a decrease of $1.4 billion in total revenue, and (ii) an increase in our cash operating expenses of approximately $162 million. These were partially offset by (i) a reduction of $421$754 million in net cash paid on settlements of derivative contracts, (ii) a reduction of $365 million in cash paid for taxes, and (ii)(iii) fluctuations in other working capital balances due primarily to the timing of when collections were made on accounts receivable. These cash inflows were partially offset by (i) a decrease of $483 million in total revenuereceivable, including taxes receivable, and (ii) an increase in our cash operating expenses of approximately $66 million.payments made on accounts payable. See “Results of Operations” for discussion of significant changes in our revenues and expenses.

Investing Activities

The majority of our net cash used for investing activities during the threenine months ended March 31,September 30, 2023 and 2022 was for drilling and completion costs in conjunction with our development program as well as the purchase of oil and gas properties including the Lario Acquisition,Acquisition. These cash outflows were partially offset by proceeds received from the divestitures of various oil and gas properties and other assets, which are discussed further in Note 4—Acquisitions and Divestitures of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

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Capital Expenditure Activities

Our capital expenditures excluding acquisitions and equity method investments (on a cash basis) were as follows for the specified period:
Three Months Ended March 31,Nine Months Ended September 30,
2023202220232022
(In millions)(In millions)
Drilling, completions and non-operated additions to oil and natural gas properties(1)
Drilling, completions and non-operated additions to oil and natural gas properties(1)
$580 $374 
Drilling, completions and non-operated additions to oil and natural gas properties(1)
$1,826 $1,203 
Infrastructure additions to oil and natural gas propertiesInfrastructure additions to oil and natural gas properties42 44 Infrastructure additions to oil and natural gas properties122 124 
Additions to midstream assetsAdditions to midstream assets35 19 Additions to midstream assets104 69 
TotalTotal$657 $437 Total$2,052 $1,396 
(1) See “—Recent Developments - Upstream SegmentOperations” above for additional detail on wells drilled and turned to production during the three and threenine months ended March 31,September 30, 2023 and 2022.

Financing Activities

During the threenine months ended March 31,September 30, 2023, net cash used in financing activities was primarily attributable to (i) $707$776 million of repurchases as part of the share and unit repurchase programs, (ii) $841 million of dividends paid to stockholders, (iii) $134 million paid for the retirement of principal outstanding on certain senior notes, and (iv) $84 million in distributions to non-controlling interest. These cash outflows were partially offset by an additional $98 million in borrowings under credit facilities, net of repayments,repayments.

During the nine months ended September 30, 2022, net cash used in financing activities was primarily attributable to (i) $1.9 billion paid for the repurchase, repayment and redemption of principal outstanding on certain senior notes, as well as $49 million of additional premiums paid in connection with the redemptions, (ii) $542 million$1.2 billion of dividends paid to stockholders, (iii) $366$904 million of repurchases as part of the share and unit repurchase programs, and (iv) $34$181 million in distributions to non-controlling interest.

Net cash used in financing activities for the three months ended March 31, 2022 of $1.0 billion was primarily attributable to (i) $1.5 billion paid for the repurchase of principal outstanding on certain senior notes, as well as $47 million of additional premiums paid in connection with the repurchases, (ii) $107 million of dividends paid to stockholders, (iii) $47 million in distributions to non-controlling interests, and (iv) $49 million of repurchases as part of the share and unit repurchase programs, and (v) $21 million of repayments under credit facilities, net of borrowings.interests. These cash outflows were partially offset by $750 million in proceeds from issuance of the senior notes in4.250% Senior Notes due March 2022.15, 2052.

Capital Resources

Our working capital requirements are supported by our cash and cash equivalents and available borrowings under our revolving credit facility. We may draw on our revolving credit facility to meet short-term cash requirements, or issue debt or equity securities as part of our longer-term liquidity and capital management program. Because of the alternatives available to us, we believe that our short-term and long-term liquidity are adequate to fund not only our current operations, but also our near-term and long-term capital requirements.

As we pursue our business and financial strategy, we regularly consider which capital resources, including cash flow and equity and debt financings, are available to meet our future financial obligations, planned capital expenditure activities and liquidity requirements. Our future ability to grow proved reserves and production will be highly dependent on the capital resources available to us. Continued prolonged volatility in the capital, financial and/or credit markets due to the war in Ukraine the COVID-19 pandemic and/or adverse macroeconomic conditions may limit our access to, or increase our cost of, capital or make capital unavailable on terms acceptable to us or at all.

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Revolving Credit Facilities and Other Debt Instruments

As of March 31,September 30, 2023, our debt, including the debt of Viper, consisted of approximately $6.3$6.1 billion in aggregate outstanding principal amount of senior notes, and $859$250 million in aggregate outstanding borrowings under revolving credit facilities.

As of March 31,September 30, 2023, the maximum credit amount available under our credit agreement was $1.6 billion, with $589 million inno outstanding borrowings and approximately $1.0$1.6 billion available for future borrowings. In AprilDuring the second quarter of 2023, we elected to extendextended the maturity date of our revolving credit facility from June 2, 2027 to June 2, 2028, and received the requisite consent of lenders thereunder, which will further improveimproved our long-term liquidity position. The maturity date extension is expected

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Repurchases of Notes

In the second quarter of 2023, we opportunistically repurchased principal amounts of $30 million of our 3.250% Senior Notes due 2026 and $100 million of our 3.500% Senior Notes due 2029 in open market transactions for total cash consideration of $124 million, at an average of 95.5% of par value.

We may continue to be effective on June 2, 2023, subject to certain customary closing deliverables and conditions.repurchase some of our outstanding senior notes in open market purchases or in privately negotiated transactions in future periods.

Viper’s Credit Agreement

TheOn September 22, 2023, Viper LLC entered into an eleventh and separately a twelfth amendment to its existing credit agreement, as amended towhich among other things, (i) extended the maturity date matures onfrom June 2, 2025, and provides for a revolving credit facility into September 22, 2028, (ii) maintained the maximum credit amount of $2.0 billion, with a(iii) increased the borrowing base from $1.0 billion to $1.3 billion upon consummation of $580 million as of March 31, 2023, althoughthe Viper LLC hadAcquisition, (iv) increased the elected a commitment amount from $750 million to $850 million, and (v) waived the automatic reduction of $500 million, based onthe borrowing base that would otherwise occur upon the consummation of the Viper LLC’s oil and natural gas reserves and other factors. As of March 31, 2023, there were $2702031 Notes. The Viper credit agreement had $250 million of outstanding borrowings and $230$600 million available for future borrowings underas of September 30, 2023.

Issuance of Viper 2031 Notes

On October 19, 2023, Viper completed the Viper credit agreement.2031 Notes Offering of $400 million in aggregate principal amount of its 7.375% Senior Notes maturing on November 1, 2031. Through maturity, Viper expects to incur approximately $236 million in aggregate interest costs (approximately $30 million annually) for the Viper 2031 Notes.

For additional discussion of our outstanding debt as of March 31,September 30, 2023, see Note 7—Debt and Note 15—Subsequent Events of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

Capital Requirements

In addition to future operating expenses and working capital commitments discussed in Results of Operations, our primary short and long-term liquidity requirements, excluding those of Viper, consist primarily of (i) capital expenditures, (ii) payments of principal and interest on our revolving credit agreements and senior notes, (iii) payments of other contractual obligations, and (iv) cash used to pay for dividends and repurchases of securities as discussed below.

2023 Capital Spending Plan

Our board of directors has approved a revised 2023 capital budget for drilling, midstream, infrastructure and infrastructureenvironmental of approximately $2.5$2.66 billion to $2.7 billion.$2.70 billion, or the high end of our initial 2023 guidance range. We estimate that, of these expenditures, approximately:

$2.252.37 billion to $2.41$2.39 billion will be spent primarily on drilling 325340 to 345350 gross (293(306 to 311315 net) horizontal wells and completing 330325 to 350335 gross (297(305 to 315 net) horizontal wells across our operated and non-operated leasehold acreage in the Northern Midland and Southern Delaware Basins, with an average lateral length of approximately 10,50011,000+ feet;

Approximately $80$120 million to $100$130 million will be spent on midstream infrastructure, excluding joint ventureequity method investments; and

Approximately $170 million to $190$180 million will be spent on infrastructure and environmental expenditures, excluding the cost of any leasehold and mineral interest acquisitions.

We do not have a specific acquisition budget since the timing and size of acquisitions cannot be accurately forecasted.

The amount and timing of our capital expenditures are largely discretionary and within our control. We could choose to defer a portion of these planned capital expenditures depending on a variety of factors, including but not limited to the success of our drilling activities, prevailing and anticipated prices for oil and natural gas, the availability of necessary equipment, infrastructure and capital, the receipt and timing of required regulatory permits and approvals, seasonal conditions, drilling and acquisition costs and the level of participation by other interest owners. We are currently operating 1713 drilling rigs and six4 completion crews. We will continue monitoring commodity prices and overall market conditions and can adjust our rig cadence and our capital expenditure budget in response to changes in commodity prices and overall market conditions.

Dividends and Repurchases of Securities

In addition to our base dividend program, in the first quarter of 2022 we initiated a variable dividend strategy whereby we may pay a quarterly variable dividend based on the prior quarter’s free cash flow remaining after the payment of the base dividend and any stock repurchases. Beginning in the third quarter of 2022, our board of directors approved an increase to this return of capital commitment to at least 75% of free cash flow. On February 16, 2023, our board of directors approved an
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increase
Return of Capital Commitment

Currently, our board of directors has approved a return of capital commitment of at least 75% of free cash flow to the Company’s annualour shareholders through repurchases under our share repurchase program, base dividenddividends and variable dividends. The remainder of our free cash flow will be used primarily to $3.20 per share. We havereduce debt. On November 2, 2023, our board of directors declared a combined base dividend plusand variable cash dividend for the firstthird quarter of 2023 of $0.83$3.37 per share of common stock.

Free cash flow is a non-GAAP financial measure. As used by the Company,us, free cash flow is defined as cash flow from operating activities before changes in working capital in excess of cash capital expenditures. The Company believesexpenditures and other adjustments as determined by us. We believe that free cash flow is useful to investors as it provides a measure to compare both cash flow from operating activities and additions to oil and natural gas properties across periods on a consistent basis.

As of April 28,November 3, 2023, we have repurchased 15.918.4 million shares of our common stock for a total cost of $1.9$2.3 billion since the inception of the stock repurchase program.program, excluding excise tax. We intend to continue to purchase shares under this repurchase program opportunistically with available funds primarily from cash flow from operations and liquidity events such as the sale of assets while maintaining sufficient liquidity to fund our capital expenditure programs, however, the stock repurchase program is at the discretion of our board of directors and can be amended, terminated or suspended at any time. See Note 8—Stockholders' Equity and Earnings (Loss) Per Share of the condensed notes to the consolidated financial statements included elsewherestatements.

Other Commitments

We and Five Point currently anticipate collectively contributing $500 million in this report.follow-on capital to fund future Deep Blue growth projects and acquisitions.

Income Taxes

We expect our cash tax rate to be 10%15% to 15%17% of pre-tax income for the year ended December 31, 2023. See Note 10—Income Taxes of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

Guarantor Financial Information

Diamondback E&P is the sole guarantor under the indentures governing the outstanding Guaranteed Senior Notes.

Guarantees are “full and unconditional,” as that term is used in Regulation S-X, Rule 3-10(b)(3), except that such guarantees will be released or terminated in certain circumstances set forth in the indentures governing the Guaranteed Senior Notes, such as, with certain exceptions, (i) in the event Diamondback E&P (or all or substantially all of its assets) is sold or disposed of, (ii) in the event Diamondback E&P ceases to be a guarantor of or otherwise be an obligor under certain other indebtedness, and (iii) in connection with any covenant defeasance, legal defeasance or satisfaction and discharge of the relevant indenture.

Diamondback E&P’s guarantees of the Guaranteed Senior Notes are senior unsecured obligations and rank senior in right of payment to any of its future subordinated indebtedness, equal in right of payment with all of its existing and future senior indebtedness, including its obligations under its revolving credit facility, and effectively subordinated to any of its existing and future secured indebtedness, to the extent of the value of the collateral securing such indebtedness.

The rights of holders of the Guaranteed Senior Notes against Diamondback E&P may be limited under the U.S. Bankruptcy Code or state fraudulent transfer or conveyance law. Each guarantee contains a provision intended to limit Diamondback E&P’s liability to the maximum amount that it could incur without causing the incurrence of obligations under its guarantee to be a fraudulent conveyance. However, there can be no assurance as to what standard a court will apply in making a determination of the maximum liability of Diamondback E&P. Moreover, this provision may not be effective to protect the guarantee from being voided under fraudulent conveyance laws. There is a possibility that the entire guarantee may be set aside, in which case the entire liability may be extinguished.

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The following tables present summarized financial information for Diamondback Energy, Inc., as the parent, and Diamondback E&P, as the guarantor subsidiary, on a combined basis after elimination of (i) intercompany transactions and balances between the parent and the guarantor subsidiary, and (ii) equity in earnings from and investments in any subsidiary that is a non-guarantor. The information is presented in accordance with the requirements of Rule 13-01 under the SEC’s Regulation S-X. The financial information may not necessarily be indicative of results of operations or financial position had the guarantor subsidiary operated as an independent entity.

March 31, 2023December 31, 2022September 30, 2023December 31, 2022
Summarized Balance Sheets:Summarized Balance Sheets:(In millions)Summarized Balance Sheets:(In millions)
Assets:Assets:Assets:
Current assetsCurrent assets$966 $1,191 Current assets$1,490 $1,191 
Property and equipment, netProperty and equipment, net$19,975 $18,252 Property and equipment, net$20,482 $18,252 
Other noncurrent assetsOther noncurrent assets$22 $164 Other noncurrent assets$30 $164 
Liabilities:Liabilities:Liabilities:
Current liabilitiesCurrent liabilities$1,711 $1,547 Current liabilities$1,966 $1,547 
Intercompany accounts payable, non-guarantor subsidiaryIntercompany accounts payable, non-guarantor subsidiary$2,233 $2,253 Intercompany accounts payable, non-guarantor subsidiary$2,102 $2,253 
Long-term debtLong-term debt$6,240 $5,647 Long-term debt$5,540 $5,647 
Other noncurrent liabilitiesOther noncurrent liabilities$2,578 $2,509 Other noncurrent liabilities$2,686 $2,509 

ThreeNine Months Ended March 31,September 30, 2023
Summarized Statement of Operations:(In millions)
Revenues$1,6585,251 
Income (loss) from operations$8432,737 
Net income (loss)$5471,719 

Critical Accounting Estimates

There have been no changes in our critical accounting estimates from those disclosed in our Annual Report on Form  10-K for the year ended December 31, 2022.

Recent Accounting Pronouncements

See Note 2—Summary of Significant Accounting Policies of the condensed notes to the consolidated financial statements included elsewhere in this report for recent accounting pronouncements not yet adopted, if any.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Commodity Price Risk

Our major market risk exposure in our exploration and production business is in the pricing applicable to our oil and natural gas production. Realized pricing is primarily driven by the prevailing worldwide price for crude oil and spot market prices applicable to our natural gas production. Pricing for oil and natural gas production has been volatile and unpredictable for several years. Although demand and market prices for oil and natural gas have recently increased, we cannot predict events, including the outcome of the war in Ukraine and Israel-Hamas war, rising interest rates, global supply chain disruptions, a potential economic downturn or recession the COVID-19 pandemic, that may lead to future price volatility and the near term energy outlook remains subject to heightened levels of uncertainty. Further, the prices we receive for production depend on many other factors outside of our control.

We use derivatives, including swaps, basis swaps, roll swaps, costless collars, puts and basis puts, to reduce price volatility associated with certain of our oil and natural gas sales.

At March 31,September 30, 2023, we had a net assetliability derivative position of $42$105 million, related to our commodity price risk derivatives. Utilizing actual derivative contractual volumes under our commodity price derivatives as of March 31,September 30, 2023, a 10% increase in forward curves associated with the underlying commodity would have increased the net assetliability position by $11 million to $53$116 million, while a 10% decrease in forward curves associated with the underlying commodity would have decreased the net assetliability position by $9$19 million to $33$86 million. However, any cash derivative gain or loss would be substantially offset by a decrease or increase, respectively, in the actual sales value of production covered by the derivative instrument. For
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instrument. For additional information on our open commodity derivative instruments at March 31,September 30, 2023, see Note 11—Derivatives of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

Counterparty and Customer Credit Risk

Our principal exposures to credit risk are due to the concentration of receivables from the sale of our oil and natural gas production (approximately $606$789 million at March 31,September 30, 2023), and to a lesser extent, receivables resulting from joint interest and other receivables (approximately $116$133 million at March 31,September 30, 2023).

We do not require our customers to post collateral, and the failure or inability of our significant customers to meet their obligations to us due to their liquidity issues, bankruptcy, insolvency or liquidation may adversely affect our financial results.

Joint operations receivables arise from billings to entities that own partial interests in the wells we operate. These entities participate in our wells primarily based on their ownership in leases on which we intend to drill. We have little ability to control whether these entities will participate in our wells.

Interest Rate Risk

We are subject to market risk exposure related to changes in interest rates on our indebtedness under our revolving credit facilities and changes in the fair value of our fixed rate debt. Outstanding borrowings under the credit agreement bear interest at a per annum rate elected by Diamondback E&P. At March 31,September 30, 2023, the applicable margin ranges from 0.125% to 1.000% per annum in the case of the alternate base rate, and from 1.125% to 2.000% per annum in the case of Adjusted Term SOFR, in each case based on the pricing level. The pricing level depends on certain rating agencies’ ratings of our long-term senior unsecure debt. We believe significant interest rate changes would not have a material near-term impact on our future earnings or cash flows. For additional information on our variable interest rate debt at March 31,September 30, 2023, see Note 7—Debt of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

Historically, we have at times used interest rates swaps to manage our exposure to (i) interest rate changes on our floating-rate date, and (ii) fair value changes on our fixed rate debt. At March 31,September 30, 2023, we have interest rate swap agreements for a notional amount of $1.2 billion to manage the impact of changes to the fair value of our fixed rate senior notes due to changes in market interest rates through December 2029. We pay an average variable rate of interest for these swaps based on three month LIBORSOFR plus 2.1865% and receive a fixed interest rate of 3.50% from our counterparties. At March 31,September 30, 2023, our receive-fixed, pay-variable interest rate swaps were in a net liability position of $176$231 million, and the weighted average variable rate was 6.14%6.69%. For additional information on our interest rate swaps, see Note 11—Derivatives of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

ITEM 4.          CONTROLS AND PROCEDURES

Evaluation of Disclosure ControlControls and Procedures. Under the direction of our Chief Executive Officer and Chief Financial Officer, we have established disclosure controls and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act, as amended, or the Exchange Act, that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. The disclosure controls and procedures are also intended to ensure that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

As of March 31,September 30, 2023, an evaluation was performed under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Exchange Act. Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of March 31,September 30, 2023, our disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting. There have not been any changes in our internal control over financial reporting that occurred during the quarter ended March 31,September 30, 2023, that have materially affected, or are reasonably likely to materially affect, internal controls over financial reporting.

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PART IIII. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS

We are a party to various routine legal proceedings, disputes and claims arising in the ordinary course of our business, including those that arise from interpretation of federal and state laws and regulations affecting the natural gas and crude oil industry, personal injury claims, title disputes, royalty disputes, contract claims, contamination claims relating to oil and natural gas exploration and development and environmental claims, including claims involving assets previously sold to third parties and no longer part of our current operations. While the ultimate outcome of the pending proceedings, disputes or claims and any resulting impact on us, cannot be predicted with certainty, we believe that none of these matters, if ultimately decided adversely, will have a material adverse effect on our financial condition, results of operations or cash flows. See Note 14—Commitments and Contingencies of the condensed notes to the consolidated financial statements included elsewhere in this report.statements.

ITEM 1A. RISK FACTORS

Our business faces many risks. Any of the risks discussed in this report and our other SEC filings could have a material impact on our business, financial position or results of operations. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also materially impair our business operations, financial condition or future results.

As of the date of this filing, in addition to the factors discussed elsewhere in this report, we continue to be subject to the risk factors previously disclosed in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 23, 2023 and in subsequent filings we make with the SEC. There have been no material changes in our risk factors from those described in our Annual Report on Form 10-K for the year ended December 31, 2022.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

None.

Issuer Repurchases of Equity Securities

Our common stock repurchase activity for the three months ended March 31,September 30, 2023 was as follows:

Period
Total Number of Shares Purchased(1)
Average Price Paid Per Share(2)
Total Number of Shares Purchased as Part of Publicly Announced Plan
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan(3)
($ In millions, except per share amounts, shares in thousands)
January 1, 2023 - January 31, 2023174$133.89 174$2,449 
February 1, 2023 - February 28, 2023455$139.41 455$2,385 
March 1, 2023 - March 31, 20232,021$129.95 1,902$2,140 
Total2,650$131.83 2,531
Period
Total Number of Shares Purchased(1)
Average Price Paid Per Share(2)
Total Number of Shares Purchased as Part of Publicly Announced Plan
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan(3)(4)
($ In millions, except per share amounts, shares in thousands)
July 1, 2023 - July 31, 2023398$136.40 398$1,764 
August 1, 2023 - August 31, 202310$145.17 9$1,763 
September 1, 2023 - September 30, 2023$— $1,763 
Total408$136.61 407
(1)Includes 119,129981 shares of common stock repurchased from executives in order to satisfy tax withholding requirements. Such shares are cancelled and retired immediately upon repurchase.
(2)The average price paid per share includes any commissions paid to repurchase stock.
(3)In September 2021, the Company’s board of directors authorized a $2.0 billion common stock repurchase program. On July 28, 2022, our board of directors approved an increase in our common stock repurchase program from $2.0 billion to $4.0 billion.billion, excluding excise tax. The stock repurchase program has no time limit and may be suspended, modified, or discontinued by the board of directors at any time.
(4)The Inflation Reduction Act of 2022, which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. All dollar amounts presented exclude such excise taxes, as applicable.

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ITEM 5. OTHER INFORMATION

On August 21, 2023, Travis D. Stice, the Company's Chief Executive Officer and Chairman of the board of directors of the Company, adopted a trading plan intended to satisfy Rule 10b5-1(c), as amended. The plan relates to the sale of up to 90,000 shares of common stock between November 22, 2023 and November 22, 2024. The shares covered by this plan include shares of common stock which will be acquired upon (i) the exercise of any employee stock options, and (ii) vesting of restricted stock units, including the net settlement of such restricted stock units to satisfy tax withholding obligations.

None of the Company’s other directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended September 30, 2023.

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ITEM 6.    EXHIBITS
EXHIBIT INDEX
Exhibit NumberDescription
2.1
3.1
3.2
3.3
3.43.2
4.1
4.2
4.3
4.4
10.1
10.2
10.3
22.1
31.1*
31.2*
32.1**
32.2**
101The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31,September 30, 2023, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statement of Changes in Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Condensed Notes to Consolidated Financial Statements.
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
______________
*Filed herewith.
**
The certifications attached as Exhibit 32.1 and Exhibit 32.2 accompany this Quarterly Report on Form 10-Q pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

DIAMONDBACK ENERGY, INC.
Date:May 3,November 8, 2023/s/ Travis D. Stice
Travis D. Stice
Chief Executive Officer
(Principal Executive Officer)
Date:May 3,November 8, 2023/s/ Kaes Van’t Hof
Kaes Van’t Hof
Chief Financial Officer
(Principal Financial Officer)

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