Item 16. FORM 10-K SUMMARY

None.

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:			February 23, 2023
									/s/ Travis D. Stice
									Travis D. Stice
									Chief Executive Officer
									(Principal Executive Officer)

Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature						Title						Date
/s/ Travis D. Stice						Chairman of the Board, Chief Executive Officer and Director						February 23, 2023
Travis D. Stice						(Principal Executive Officer)
/s/ Vincent K. Brooks						Director						February 23, 2023
Vincent K. Brooks
/s/ Michael P. Cross						Director						February 23, 2023
Michael P. Cross
/s/ David L. Houston						Director						February 23, 2023
David L. Houston
/s/ Rebecca A. Klein						Director						February 23, 2023
Rebecca A. Klein
/s/ Stephanie K. Mains						Director						February 23, 2023
Stephanie K. Mains
/s/ Mark L. Plaumann						Director						February 23, 2023
Mark L. Plaumann
/s/ Melanie M. Trent						Director						February 23, 2023
Melanie M. Trent
/s/ Frank D. Tsuru						Director						February 23, 2023
Frank D. Tsuru
/s/ Steven E. West						Director						February 23, 2023
Steven E. West
/s/ Kaes Van’t Hof						President and Chief Financial Officer						February 23, 2023
Kaes Van’t Hof						(Principal Financial Officer)
/s/ Teresa L. Dick						Chief Accounting Officer, Executive Vice President and Assistant Secretary						February 23, 2023
Teresa L. Dick						(Principal Accounting Officer)

S-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Stockholders

Diamondback Energy, Inc.

Opinion on the financial statements

We have audited the accompanying consolidated balance sheets of Diamondback Energy, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of operations and comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 23, 2023 expressed an unqualified opinion.

Basis for opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical audit matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Estimation of proved reserves as it relates to the calculation and recognition of depletion expense and the valuation of acquired reserves in connection with the acquisition of FireBird’s oil and natural gas properties

As described further in Note 2 to the financial statements, the Company accounts for its oil and natural gas properties using the full cost method of accounting, which requires management to make estimates of proved reserve volumes and future revenues to record depletion expense. Additionally, as described in Note 4 to the financial statements, the Company acquired significant oil and natural gas properties during the year through the FireBird Acquisition. To estimate the volume of proved reserves and future revenues, management makes significant estimates and assumptions, including forecasting the timing and volumetric amounts of production and corresponding decline rate of producing properties associated with the Company’s development plan. In addition, the estimation of proved reserves is also impacted by management’s judgments and estimates regarding the financial performance of wells to determine if wells are expected, with reasonable certainty, to be economical under the appropriate pricing assumptions. For acquired reserves, management also utilizes an estimated fair value pricing model in determining the corresponding value of proved reserves. We identified the estimation of proved reserves attributable to oil and natural gas properties, including acquired proved reserves in the FireBird Acquisition, due to its impact on depletion expense and acquisition accounting, as a critical audit matter.

F-1

The principal consideration for our determination that the estimation of proved reserves is a critical audit matter is that changes in certain inputs and assumptions, which require a high degree of subjectivity, necessary to estimate the volume and future revenues of the Company’s proved reserves could have a significant impact on the measurement of depletion expense and the fair value of acquired oil and natural gas properties. In turn, auditing those inputs and assumptions required subjective and complex auditor judgment.

Our audit procedures related to the estimation of proved reserves included the following, among others.

• We tested the design and operating effectiveness of key controls relating to management’s estimation of proved reserves for the purpose of estimating depletion expense and management’s estimation of the fair value of the acquired oil and natural gas properties in the FireBird Acquisition. Specifically, these controls related to the use of historical information in the estimation of proved reserves derived from the Company’s accounting records, the information provided to the reservoir engineering specialists, and the final proved reserve report and the final fair value reserve reports related to the acquired oil and natural gas properties prepared by the Company’s specialists.

• We evaluated the level of knowledge, skill, and ability of the Company’s reservoir engineering specialists, made inquiries of those reservoir engineers regarding the process followed and judgments made to estimate the Company’s proved reserve volumes, and read the reserve report prepared and reviewed by the Company’s specialists.

• Identified inputs and assumptions that were significant to the period end determination of proved reserve volumes and tested management’s process of determining the significant inputs and assumptions, as follows:

–Compared the estimated pricing and pricing differentials used in the reserve report to actual realized prices related to revenue transactions recorded in the current year and examined contractual support for the pricing differentials;

–Tested operating cost inputs by comparing the forecasted amount to historical actual costs and reconciling any material differences;

–Assessed the reasonableness of forecasted capital expenditures by comparing drilling forecasts applied in the reserve report to recent, actual drilling costs and evaluated any differences;

–Vouched, on a sample basis, the working and net revenue interests used in the reserve report to land and division order records;

–Obtained evidence supporting the amount of development of proved undeveloped properties reflected in the reserve report and compared future development plans to historical conversion rates to evaluate the Company’s intent to develop the proved undeveloped properties;

–Evaluated the estimated ultimate recovery of proved undeveloped properties by comparing forecasted amounts on a sample of individual wells to the estimated ultimate recovery of comparable proved developed producing properties; and

–Applied analytical procedures on inputs to the reserve report by comparing to historical actual results and to the prior year reserve report.

• Identified inputs and assumptions that were significant to the estimated fair value of the acquired oil and natural gas properties in the FireBird Acquisition and tested management’s process of determining the significant inputs and assumptions, as follows:

–Utilized a valuation specialist to evaluate the appropriateness of fair value pricing used in the fair value reserve report by comparing the pricing forecast to published product pricing on the acquisition closing date;

–Utilized a valuation specialist to evaluate whether the Company’s valuation methodology was reasonable and for certain inputs and assumptions, evaluated the process used to develop the estimate and developed an independent expectation of the estimate to evaluate its reasonableness;

–Evaluated the appropriateness of the future operating cost and capital expenditure assumptions used in the fair value reserve report by comparing forecasted amounts to historical operating costs and capital expenditures of similarly located properties;

–Compared, on a sample basis, the working and net revenue interests used in the fair value reserve report to the purchase and sale agreement;

F-2

–Evaluated, on a sample basis, the appropriateness of management’s estimated future production volumes and the production decline curves by comparing to analogous operated wells; and

–Compared the unproved acreage value allocated, on a per acre basis, to other recent acquisitions in the same or similar locations.

/s/ GRANT THORNTON LLP

We have served as the Company’s auditor since 2009.

Oklahoma City, Oklahoma

February 23, 2023

F-3

Diamondback Energy, Inc. and Subsidiaries

Consolidated Balance Sheets

			December 31,
			2022						2021
			(In millions, except par value and share amounts)
Assets
Current assets:
Cash and cash equivalents			$	157					$	654
Restricted cash			7						18
Accounts receivable:
Joint interest and other, net			104						72
Oil and natural gas sales, net			618						598
Inventories			67						62
Derivative instruments			132						13
Income tax receivable			284						1
Prepaid expenses and other current assets			23						28
Total current assets			1,392						1,446
Property and equipment:
Oil and natural gas properties, full cost method of accounting ($8,355 million and $8,496 million excluded from amortization at December 31, 2022 and December 31, 2021, respectively)			37,122						32,914
Other property, equipment and land			1,481						1,250
Accumulated depletion, depreciation, amortization and impairment			(14,844)						(13,545)
Property and equipment, net			23,759						20,619
Funds held in escrow			119						12
Equity method investments			566						613
Assets held for sale			158						—
Derivative instruments			23						4
Deferred income taxes, net			64						40
Investment in real estate, net			86						88
Other assets			42						76
Total assets			$	26,209					$	22,898
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable - trade			$	127					$	36
Accrued capital expenditures			480						295
Current maturities of long-term debt			10						45
Other accrued liabilities			399						419
Revenues and royalties payable			619						452
Derivative instruments			47						174
Income taxes payable			34						17
Total current liabilities			1,716						1,438
Long-term debt			6,238						6,642
Derivative instruments			148						29
Asset retirement obligations			336						166
Deferred income taxes			2,069						1,338
Other long-term liabilities			12						40
Total liabilities			10,519						9,653
Commitments and contingencies (Note 15)
Stockholders’ equity:
Common stock, $0.01 par value; 400,000,000 shares authorized; 179,840,797 and 177,551,347 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively			2						2
Additional paid-in capital			14,213						14,084
Retained earnings (accumulated deficit)			801						(1,998)
Accumulated other comprehensive income (loss)			(7)						—
Total Diamondback Energy, Inc. stockholders’ equity			15,009						12,088
Non-controlling interest			681						1,157
Total equity			15,690						13,245
Total liabilities and equity			$	26,209					$	22,898

See accompanying notes to consolidated financial statements.

F-4

Diamondback Energy, Inc. and Subsidiaries

Consolidated Statements of Operations and Comprehensive Income

			Year Ended December 31,
			2022						2021						2020
			(In millions, except per share amounts, shares in thousands)
Revenues:
Oil sales			$	7,660					$	5,396					$	2,410
Natural gas sales			858						569						107
Natural gas liquid sales			1,048						782						239
Other operating income			77						50						57
Total revenues			9,643						6,797						2,813
Costs and expenses:
Lease operating expenses			652						565						425
Production and ad valorem taxes			611						425						195
Gathering and transportation			258						212						140
Depreciation, depletion, amortization and accretion			1,344						1,275						1,311
Impairment of oil and natural gas properties			—						—						6,021
General and administrative expenses			144						146						88
Merger and integration expenses			14						78						—
Other operating expenses			112						95						109
Total costs and expenses			3,135						2,796						8,289
Income (loss) from operations			6,508						4,001						(5,476)
Other income (expense):
Interest expense, net			(159)						(199)						(197)
Other income (expense), net			(5)						(10)						(7)
Gain (loss) on derivative instruments, net			(586)						(848)						(81)
Gain (loss) on sale of equity method investments			—						23						—
Gain (loss) on extinguishment of debt			(99)						(75)						(5)
Income (loss) from equity investments			77						15						(10)
Total other income (expense), net			(772)						(1,094)						(300)
Income (loss) before income taxes			5,736						2,907						(5,776)
Provision for (benefit from) income taxes			1,174						631						(1,104)
Net income (loss)			4,562						2,276						(4,672)
Net income (loss) attributable to non-controlling interest			176						94						(155)
Net income (loss) attributable to Diamondback Energy, Inc.			$	4,386					$	2,182					$	(4,517)
Earnings (loss) per common share:
Basic			$	24.61					$	12.24					$	(28.61)
Diluted			$	24.61					$	12.24					$	(28.61)
Weighted average common shares outstanding:
Basic			176,539						176,643						157,976
Diluted			176,539						176,643						157,976
Dividends declared per share			$	11.3100					$	1.9500					$	1.5250
Comprehensive income (loss):
Net income (loss) attributable to Diamondback Energy, Inc.			$	4,386					$	2,182					$	(4,517)
Other comprehensive income (loss), net of tax:
Pension and postretirement benefit plans			(7)						—						—
Comprehensive income (loss) attributable to Diamondback Energy, Inc			$	4,379					$	2,182					$	(4,517)

See accompanying notes to consolidated financial statements.

F-5

Diamondback Energy, Inc. and Subsidiaries

Consolidated Statement of Stockholders’ Equity

			Common Stock												Additional Paid-in Capital						Retained Earnings (Accumulated Deficit)						Accumulated Other Comprehensive Income (Loss)						Non-Controlling Interest
			Shares						Amount																		Total
			($ in millions, shares in thousands)
Balance at December 31, 2019			159,002						$	2					$	12,357					$	890					$	—					$	1,657					$	14,906
Unit-based compensation			—						—						—						—						—						10						10
Distribution equivalent rights payments			—						—						—						(1)						—						(2)						(3)
Stock-based compensation			—						—						43						—						—						—						43
Cash paid for tax withholding on vested equity awards			—						—						(5)						—						—						(2)						(7)
Repurchased shares under buyback program			(1,280)						—						(98)						—						—						—						(98)
Repurchased units under buyback programs			—						—						—						—						—						(39)						(39)
Distributions to non-controlling interest			—						—						—						—						—						(93)						(93)
Dividend paid			—						—						—						(236)						—						—						(236)
Exercise of stock and unit options and awards of restricted stock			366						—						1						—						—						—						1
Change in ownership of consolidated subsidiaries, net			—						—						358						—						—						(366)						(8)
Net income			—						—						—						(4,517)						—						(155)						(4,672)
Balance at December 31, 2020			158,088						2						12,656						(3,864)						—						1,010						9,804
Issuance of common units - Viper Energy Partners LP			—						—						—						—						—						337						337
Unit-based compensation			—						—						—						—						—						11						11
Distribution equivalent rights payments			—						—						—						(4)						—						(2)						(6)
Common stock issued for acquisitions			22,795						—						1,727						—						—						—						1,727
Stock-based compensation			—						—						60						—						—						—						60
Cash paid for tax withholding on vested equity awards			—						—						(6)						—						—						(2)						(8)
Repurchased shares under buyback program			(4,128)						—						(431)						—						—						—						(431)
Repurchased units under buyback programs			—						—						—						—						—						(94)						(94)
Distributions to non-controlling interest			—						—						—						—						—						(112)						(112)
Dividend paid			—						—						—						(312)						—						—						(312)
Exercise of stock options and vesting of restricted stock units			796						—						12						—						—						—						12
Change in ownership of consolidated subsidiaries, net			—						—						66						—						—						(85)						(19)
Net income (loss)			—						—						—						2,182						—						94						2,276
Balance at December 31, 2021			177,551						2						14,084						(1,998)						—						1,157						13,245
Unit-based compensation			—						—						—						—						—						8						8
Distribution equivalent rights payments			—						—						—						(15)						—						(1)						(16)
Stock-based compensation			4						—						68						—						—						—						68
Cash paid for tax withholding on vested equity awards			(11)						—						(16)						—						—						(3)						(19)
Repurchased shares under buyback program			(8,694)						—						(1,098)						—						—						—						(1,098)
Repurchased units under buyback programs			—						—						—						—						—						(153)						(153)
Common stock issued for acquisition			10,273						—						1,220						—						—						(344)						876
Distributions to non-controlling interest			—						—						—						—						—						(217)						(217)
Dividend paid			—						—						—						(1,572)						—						—						(1,572)
Exercise of stock options and issuance of restricted stock units and awards			718						—						1						—						—						—						1
Change in ownership of consolidated subsidiaries, net			—						—						(46)						—						—						58						12
Other comprehensive income (loss), net of tax			—						—						—						—						(7)						—						(7)
Net income (loss)			—						—						—						4,386						—						176						4,562
Balance at December 31, 2022			179,841						$	2					$	14,213					$	801					$	(7)					$	681					$	15,690

See accompanying notes to consolidated financial statements.

F-6

Diamondback Energy, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Cash flows from operating activities:
Net income (loss)			$	4,562					$	2,276					$	(4,672)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Provision for (benefit from) deferred income taxes			720						606						(1,042)
Impairment of oil and natural gas properties			—						—						6,021
Depreciation, depletion, amortization and accretion			1,344						1,275						1,311
(Gain) loss on extinguishment of debt			99						75						5
(Gain) loss on derivative instruments, net			586						848						81
Cash received (paid) on settlement of derivative instruments			(850)						(1,247)						250
(Income) loss from equity investment			(77)						(15)						10
Equity-based compensation expense			55						51						37
(Gain) loss on sale of equity method investments			—						(23)						—
Other			85						62						20
Changes in operating assets and liabilities:
Accounts receivable			(47)						(196)						217
Income tax receivable			(283)						152						(62)
Prepaid expenses and other			21						20						2
Accounts payable and accrued liabilities			(47)						(41)						(20)
Income tax payable			17						—						—
Revenues and royalties payable			156						148						(41)
Other			(16)						(47)						1
Net cash provided by (used in) operating activities			6,325						3,944						2,118
Cash flows from investing activities:
Drilling, completions and infrastructure additions to oil and natural gas properties			(1,854)						(1,457)						(1,719)
Additions to midstream assets			(84)						(30)						(140)
Property acquisitions			(1,567)						(827)						(198)
Funds held in escrow			(108)						40						(51)
Proceeds from sale of assets			327						820						63
Other			(44)						(85)						(56)
Net cash provided by (used in) investing activities			(3,330)						(1,539)						(2,101)
Cash flows from financing activities:
Proceeds from borrowings under credit facilities			5,204						1,313						1,130
Repayments under credit facilities			(5,551)						(1,000)						(1,478)
Proceeds from senior notes			2,500						2,200						997
Repayment of senior notes			(2,410)						(3,193)						(239)
Proceeds from (repayments to) joint venture			(74)						(20)						40
Premium on extinguishment of debt			(63)						(178)						(2)
Repurchased shares under buyback program			(1,098)						(431)						(98)
Repurchased units under buyback program			(153)						(94)						(39)
Dividends paid to stockholders			(1,572)						(312)						(236)
Distributions to non-controlling interest			(217)						(112)						(93)
Financing portion of net cash received (paid) for derivative instruments			—						22						—
Other			(69)						(36)						(19)
Net cash provided by (used in) financing activities			(3,503)						(1,841)						(37)
Net increase (decrease) in cash and cash equivalents			(508)						564						(20)
Cash, cash equivalents and restricted cash at beginning of period			672						108						128
Cash, cash equivalents and restricted cash at end of period			$	164					$	672					$	108

See accompanying notes to consolidated financial statements.

F-7

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

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 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.

The wholly-owned subsidiaries of Diamondback, as of December 31, 2022, 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. Diamondback O&G LLC (“O&G”), Energen Corporation (“Energen”), Energen Resources Corporation and EGN Services, Inc., former wholly owned subsidiaries of Diamondback, were merged with and into Diamondback E&P LLC effective June 30, 2021 as part of the internal restructuring of the Company’s subsidiaries (the “E&P Merger”).

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 owned all of Rattler’s outstanding common units and Class B units, and Rattler GP remained the general partner of Rattler. Following the closing of the Rattler Merger, Rattler’s common units were delisted from the NASDAQ Global Select Market 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 consolidated financial statements include the accounts of the Company and its subsidiaries after all significant intercompany balances and transactions have been eliminated upon consolidation.

Diamondback’s publicly traded subsidiary, Viper, is consolidated in the financial statements of the Company. As of December 31, 2022, the Company owned approximately 56% 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.

The Company has two operating segments: (i) 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 and (ii) the midstream operations segment, which is focused on owning, operating, developing and acquiring midstream infrastructure assets in the Midland and Delaware Basins of the Permian Basin. Prior to the Rattler Merger, both the upstream operations segment and the midstream operations segment were also considered reportable segments. Following the Rattler Merger, the Company determined only the upstream operations segment met the quantitative requirements of a reportable segment.

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.

F-8

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

Certain amounts included in or affecting the Company’s 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 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 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 effects of COVID-19, the war in Ukraine and actions by OPEC members and other exporting nations on the supply and demand in global oil and natural gas markets continued to contribute to 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 the 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.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments purchased with a maturity of three months or less and money market funds to be cash equivalents. The Company maintains cash and cash equivalents in bank deposit accounts which, at times, may exceed the federally insured limits. The Company has not experienced any significant losses from such investments.

Accounts Receivable

Accounts receivable consist of receivables from joint interest owners on properties the Company operates and from sales of oil and natural gas production delivered to purchasers. The purchasers remit payment for production directly to the Company. Most payments for production are received within three months after the production date.

Accounts receivable are stated at amounts due from joint interest owners or purchasers, net of an allowance for expected losses as estimated by the Company when collection is doubtful. For receivables from joint interest owners, the Company typically has the ability to withhold future revenue disbursements to recover any non-payment of joint interest billings. Accounts receivable from joint interest owners or purchasers outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance for each type of receivable utilizing the loss-rate method, which considers a number of factors, including the length of time accounts receivable are past due, the Company’s previous loss history, the debtor’s current ability to pay its obligation to the Company, the condition of the general economy and the industry as a whole. The Company writes off specific accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for expected losses. At December 31, 2022 and 2021, the Company’s allowances for credit losses related to joint interest receivables and credit losses related to sales of oil and natural gas production were not material.

Derivative Instruments

The Company is required to recognize its derivative instruments on the consolidated balance sheets as assets or liabilities at fair value with such amounts classified as current or long-term based on their anticipated settlement dates. The accounting for the changes in fair value of a derivative depends on the intended use of the derivative and resulting

F-9

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

designation. For commodity derivative instruments and interest rate swaps which have not been designated as hedges for accounting purposes, the Company marks its derivative instruments to fair value and recognizes the cash and non-cash change in fair value on derivative instruments for each period in the consolidated statements of operations. From the second quarter of 2021 through the second quarter of 2022, the Company had certain interest rate swaps designated as fair value hedges under the “shortcut” method of accounting. As such, gains and losses due to changes in the fair value of the interest rate swaps during those periods completely offset changes in the fair value of the hedged portion of the underlying debt. In the second quarter of 2022, the Company elected to fully dedesignate these interest rate swaps and hedge accounting was discontinued. For additional information regarding the Company’s derivative instruments, see Note 12—Derivatives.

Oil and Natural Gas Properties

The Company uses the full cost method of accounting for its oil and natural gas properties. Under this method, all acquisition, exploration and development costs, including certain internal costs, are capitalized and amortized on a composite unit of production method based on proved oil, natural gas liquids and natural gas reserves. Internal costs capitalized to the full cost pool represent management’s estimate of costs incurred directly related to exploration and development activities such as geological and other administrative costs associated with overseeing the exploration and development activities. Costs, including related employee costs, associated with production and operation of the properties are charged to expense as incurred. All other internal costs not directly associated with exploration and development activities are charged to expense as they are incurred. Sales of oil and natural gas properties, whether or not being amortized currently, are accounted for as adjustments of capitalized costs, with no gain or loss recognized, unless such adjustments would significantly alter the relationship between capitalized costs and proved reserves of oil, natural gas and natural liquids. Depletion of evaluated oil and natural gas properties is computed on the units of production method, whereby capitalized costs plus estimated future development costs are amortized over total proved reserves. The average depletion rate per barrel equivalent unit of production was $8.87, $8.77 and $11.30 for the years ended December 31, 2022, 2021 and 2020, respectively. Depletion expense for oil and natural gas properties was $1.3 billion, $1.2 billion and $1.2 billion for the years ended December 31, 2022, 2021 and 2020, respectively.

Under this method of accounting, the Company is required to perform a ceiling test each quarter. The test determines a limit, or ceiling, on the book value of the proved oil and natural gas properties. Net capitalized costs are limited to the lower of unamortized cost net of deferred income taxes, or the cost center ceiling. The cost center ceiling is defined as the sum of (a) estimated future net revenues, discounted at 10% per annum, from proved reserves, based on the trailing 12-month unweighted average of the first-day-of-the-month price, adjusted for any contract provisions, and excluding the estimated abandonment costs for properties with asset retirement obligations recorded on the balance sheet, (b) the cost of properties not being amortized, if any, and (c) the lower of cost or market value of unproved properties included in the cost being amortized, including related deferred taxes for differences between the book and tax basis of the oil and natural gas properties. If the net book value, including related deferred taxes, exceeds the ceiling, an impairment or non-cash write-down is required. For additional information regarding the Company’s impairments on proved oil and natural gas properties, see Note 5—Property and Equipment.

Costs associated with unevaluated properties are excluded from the full cost pool until the Company has made a determination as to the existence of proved reserves. The Company assesses all items classified as unevaluated property on at least an annual basis for possible impairment. The Company assesses properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. During any period in which these factors indicate an impairment, the cumulative drilling costs incurred to date for such property and all or a portion of the associated leasehold costs are transferred to the full cost pool and are then subject to amortization.

Other Property, Equipment and Land

Other property, equipment and land is recorded at cost. The Company expenses maintenance and repairs in the period incurred. Upon retirements or disposition of assets, the cost and related accumulated depreciation are removed from the consolidated balance sheet with the resulting gains or losses, if any, reflected in operations. Depreciation of other property and equipment is computed using the straight-line method over their estimated useful lives, which range from three to 30 years.

F-10

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Equity Method Investments

The Company accounts for its corporate joint ventures under the equity method of accounting in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 323 “Investments — Equity Method and Joint Ventures.” The Company applies the equity method of accounting to investments of less than 50% in an investee over which the Company exercises significant influence but does not have control, and investments of greater than 50% in an investee over which the Company does not exercise significant influence or have control. Under the equity method of accounting, the Company’s share of the investee’s earnings or loss is recognized in the statement of operations. As of December 31, 2022, the Company’s proportionate share of the income or loss from equity method investments is recognized on a one or two-month lag for its equity method investments.

Judgment regarding the level of influence over each equity method investment includes considering key factors such as ownership interest, representation on the board of directors, participation in policy-making decisions, material intercompany transactions and extent of ownership by an investor in relation to the concentration of other shareholdings. Additionally, an investment in a limited liability company that maintains a specific ownership account for each investor shall be viewed as similar to an investment in a limited partnership for purposes of determining whether a non-controlling investment shall be accounted for using the cost method or the equity method.

The Company reviews its investments to determine if a loss in value which is other than a temporary decline has occurred. If such a loss has occurred, the Company recognizes an impairment provision. There were no material impairments of the Company’s equity investments for the years ended December 31, 2022, 2021 and 2020. See Note 7—Equity Method Investments for further details.

Investments in Real Estate

The Company has invested in certain real estate assets which are stated at cost, less accumulated depreciation and amortization. The Company considers the period of future benefit of each respective asset to determine the appropriate useful life and depreciation and amortization is calculated using the straight-line method over the assigned useful life.

Upon acquisition of real estate properties, the purchase price is allocated to tangible assets, consisting of land and building, and to identified intangible assets and liabilities, which may include the value of above market and below market leases and the value of in-place leases. The allocation of the purchase price is based upon the fair value of each component of the property. Although independent appraisals may be used to assist in the determination of fair value, in many cases these values will be based upon management’s assessment of each property, the selling prices of comparable properties and the discounted value of cash flows from the asset.

Investments in real estate, excluding insignificant unamortized in-place lease and above-market lease intangibles, consist of the following:

			Estimated Useful Lives						December 31,
						2022						2021
			(Years)						(In millions)
Buildings			20-30						$	96					$	95
Tenant improvements			5 - 13						5						4
Land			N/A						1						1
Land improvements			5 - 15						1						1
Total real estate assets									103						101
Less: accumulated depreciation									(20)						(16)
Total investment in land and buildings, net									$	83					$	85

Asset Retirement Obligations

The Company measures the future cost to retire its tangible long-lived assets and recognizes such cost as a liability for legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction or normal operation of a long-lived asset.

F-11

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Asset retirement obligations represent the future abandonment costs of tangible assets, namely wells. The fair value of a liability for an asset’s retirement obligation is recorded in the period in which it is incurred if a reasonable estimate of fair value can be made, and the corresponding cost is capitalized as part of the carrying amount of the related long-lived asset. The liability is accreted to its then present value each period, and the capitalized cost is depreciated over the useful life of the related asset. If the liability is settled for an amount other than the recorded amount or if there is a change in the estimated liability, the difference is recorded in oil and natural gas properties.

The initial measurement of asset retirement obligations at fair value is calculated using discounted cash flow techniques and based on internal estimates of future retirement costs associated with the future plugging and abandonment of wells and related facilities. For additional information regarding the Company’s asset retirement obligations, see Note 6—Asset Retirement Obligations.

Impairment of Long-Lived Assets

Other property and equipment used in operations and midstream assets are reviewed whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss is recognized only if the carrying amount of a long-lived asset is not recoverable from its estimated future undiscounted cash flows. An impairment loss is the difference between the carrying amount and fair value of the asset. The Company had no significant impairment losses for the years ended December 31, 2022, 2021 and 2020.

Capitalized Interest

The Company capitalizes interest on expenditures made in connection with exploration and development projects that are not subject to current amortization. Interest is capitalized only for the period that activities are in progress to bring these unevaluated properties to their intended use. Capitalized interest cannot exceed gross interest expense. See Note 8—Debt for further details.

Inventories

Inventories are stated at the lower of cost or net realizable value and consist of tubular goods and equipment at December 31, 2022 and 2021. The Company’s tubular goods and equipment are primarily comprised of oil and natural gas drilling or repair items such as tubing, casing and pumping units.

Debt Issuance Costs

Long-term debt includes capitalized costs related to the senior notes, net of accumulated amortization. The costs associated with the senior notes are netted against the senior notes balances and are amortized over the term of the senior notes using the effective interest method. See Note 8—Debt for further details. The costs associated with the Company’s credit facilities are included in other assets on the consolidated balance sheet and are amortized over the term of the facility.

F-12

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Other Accrued Liabilities

The Company’s accrued liabilities are financial instruments for which the carrying value approximates fair value.

Other accrued liabilities consist of the following at December 31, 2022, and 2021:

			December 31,
			2022						2021
			(In millions)
Derivative liability payable			$	21					$	101
Lease operating expenses payable			131						86
Ad valorem taxes payable			108						70
Accrued compensation			35						48
Interest payable			49						46
Midstream operating expenses payable			15						13
Liability for drilling costs prepaid by joint interest partners			1						10
Other			39						45
Total other accrued liabilities			$	399					$	419

Revenue and Royalties Payable

For certain oil and natural gas properties, where the Company serves as operator, the Company receives production proceeds from the purchaser and further distributes such amounts to other revenue and royalty owners. Production proceeds that the Company has not yet distributed to other revenue and royalty owners are reflected as revenue and royalties payable in the accompanying consolidated balance sheets. The Company recognizes revenue for only its net revenue interest in oil and natural gas properties.

Non-controlling Interests

Non-controlling interests in the accompanying consolidated financial statements represent minority interest ownership in Viper and are presented as a component of equity. When the Company’s relative ownership interests in Viper change, adjustments to non-controlling interest and additional paid-in-capital, tax effected, will occur. Because these changes in the ownership interests in Viper do not result in a change of control, the transactions are accounted for as equity transactions under ASC Topic 810, “Consolidation”, which requires that any differences between the carrying value of the Company’s basis in Viper and the fair value of the consideration received are recognized directly in equity and attributed to the controlling interest. See Note 9—Stockholders' Equity and Earnings Per Share for a discussion of changes of the Company’s ownership interest in consolidated subsidiaries during the years ended December 31, 2022, 2021 and 2020.

Revenue Recognition

Revenue from Contracts with Customers

Sales of oil, natural gas and natural gas liquids are recognized at the point control of the product is transferred to the customer. Virtually all of the pricing provisions in the Company’s contracts are tied to a market index, with certain adjustments based on, among other factors, whether a well delivers to a gathering or transmission line, the quality of the oil or natural gas and the prevailing supply and demand conditions. As a result, the price of the oil, natural gas and natural gas liquids fluctuates to remain competitive with other available oil, natural gas and natural gas liquids supplies.

Oil sales

The Company’s oil sales contracts are generally structured where it delivers oil to the purchaser at a contractually agreed-upon delivery point at which the purchaser takes custody, title and risk of loss of the product. Under this arrangement, the Company or a third party transports the product to the delivery point and receives a specified index price from the purchaser with no deduction. In this scenario, the Company recognizes revenue when control transfers to the purchaser at the delivery point based on the price received from the purchaser. Oil revenues are recorded net of any third-party transportation fees and other applicable differentials in the Company’s consolidated statements of operations.

F-13

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Natural gas and natural gas liquids sales

Under the Company’s natural gas processing contracts, it delivers natural gas to a midstream processing entity at the wellhead, battery facilities or the inlet of the midstream processing entity’s system. Generally, the midstream processing entity gathers and processes the natural gas and remits proceeds to the Company for the resulting sales of natural gas liquids and residue gas. In these scenarios, the Company evaluates whether it is the principal or the agent in the transaction. For those contracts where the Company has concluded it is the principal and the ultimate third party is its customer, the Company recognizes revenue on a gross basis, with transportation, gathering, processing, treating and compression fees presented as an expense in its consolidated statements of operations.

In certain natural gas processing agreements, the Company may elect to take its residue gas and/or natural gas liquids in-kind at the tailgate of the midstream entity’s processing plant and subsequently market the product. Through the marketing process, the Company delivers product to the ultimate third-party purchaser at a contractually agreed-upon delivery point and receives a specified index price from the purchaser. In this scenario, the Company recognizes revenue when control transfers to the purchaser at the delivery point based on the index price received from the purchaser. The gathering, processing, treating and compression fees attributable to the gas processing contract, as well as any transportation fees incurred to deliver the product to the purchaser, are presented as transportation, gathering, processing, treating and compression expense in its consolidated statements of operations.

Transaction price allocated to remaining performance obligations

The Company’s upstream product sales contracts do not originate until production occurs and, therefore, are not considered to exist beyond each days’ production. Therefore, there are no remaining performance obligations under any of our product sales contracts.

Under its revenue agreements, each delivery generally represents a separate performance obligation; therefore, future volumes delivered are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required.

Contract balances

Under the Company’s product sales contracts, it has the right to invoice its customers once the performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Company’s product sales contracts do not give rise to contract assets or liabilities.

Prior-period performance obligations

The Company records revenue in the month production is delivered to the purchaser. However, purchaser and settlement statements for natural gas and natural gas liquids sales may not be received for 30 to 90 days after the date production is delivered, and as a result, the Company is required to estimate the amount of production delivered to the purchaser and the price that will be received for the sale of the product. The Company records the differences between its estimates and the actual amounts received for product sales in the month that payment is received from the purchaser. The Company has existing internal controls for its revenue estimation process and related accruals, and any identified differences between its revenue estimates and actual revenue received historically have not been significant. For the years ended December 31, 2022, 2021 and 2020 revenue recognized in the reporting period related to performance obligations satisfied in prior reporting periods was not material. The Company believes that the pricing provisions of its oil, natural gas and natural gas liquids contracts are customary in the industry. To the extent actual volumes and prices of oil and natural gas sales are unavailable for a given reporting period because of timing or information not received from third parties, the revenue related to expected sales volumes and prices for those properties are estimated and recorded.

Accounting for Equity-Based Compensation

The Company has granted various types of stock-based awards including stock options and restricted stock units. Viper and Rattler have granted various unit-based awards including unit options and phantom units to employees, officers and directors of Viper’s General Partner, Rattler’s GP and the Company who perform services for the respective entities. These plans and related accounting policies for material awards are defined and described more fully in Note 10—Equity-

F-14

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Based Compensation. Equity compensation awards are measured at fair value on the date of grant and are expensed over the required service period. Forfeitures for these awards are recognized as they occur.

Environmental Compliance and Remediation

Environmental compliance and remediation costs, including ongoing maintenance and monitoring, are expensed as incurred. Liabilities are accrued when environmental assessments and remediation are probable, and the costs can be reasonably estimated.

Income Taxes

The Company uses the asset and liability method of accounting for income taxes, under which deferred tax assets and liabilities are recognized for the future tax consequences of (i) temporary differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities and (ii) operating loss and tax credit carryforwards. Deferred income tax assets and liabilities are based on enacted tax rates applicable to the future period when those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period the rate change is enacted. A valuation allowance is provided for deferred tax assets when it is more likely than not the deferred tax assets will not be realized. For additional information regarding income taxes, see Note 11—Income Taxes.

Accumulated Other Comprehensive Income

The following table provides changes in the components of accumulated other comprehensive income, net of related income tax effects related to insignificant pension and postretirement benefit plans the Company acquired from Energen and QEP (in millions):

Balance as of December 31, 2021			$	—
Net actuarial gain (loss) on pension and postretirement benefit plans			(9)
Income tax benefit (expense)			2
Balance as of December 31, 2022			$	(7)

Recent Accounting Pronouncements

Recently Adopted Pronouncements

In December 2022, the FASB issued ASU 2022-06, "Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848.” This update extended the use of the optional expedient through December 31, 2024. The Company adopted this update effective December 31, 2022. 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 October 2021, the FASB issued ASU 2021-08, "Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” This update requires the acquirer in a business combination to record contract asset and liabilities following Topic 606 – “Revenue from Contracts with Customers” at acquisition as if it had originated the contract, rather than at fair value. This update is effective for public business entities for fiscal years and interim periods beginning after December 15, 2022, with early adoption permitted. 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.

F-15

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

3. REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue from Contracts with Customers

The following tables present the Company’s revenue from contracts with customers disaggregated by product type and basin:

			Year Ended December 31, 2022
			Midland Basin						Delaware Basin						Other						Total
			(In millions)
Oil sales			$	5,541					$	2,107					$	12					$	7,660
Natural gas sales			563						292						3						858
Natural gas liquid sales			719						327						2						1,048
Total			$	6,823					$	2,726					$	17					$	9,566

			Year Ended December 31, 2021
			Midland Basin						Delaware Basin						Other						Total
			(In millions)
Oil sales			$	3,468					$	1,663					$	265					$	5,396
Natural gas sales			327						215						27						569
Natural gas liquid sales			493						249						40						782
Total			$	4,288					$	2,127					$	332					$	6,747

			Year Ended December 31, 2020
			Midland Basin						Delaware Basin						Other						Total
			(In millions)
Oil sales			$	1,393					$	1,011					$	6					$	2,410
Natural gas sales			56						50						1						107
Natural gas liquid sales			138						100						1						239
Total			$	1,587					$	1,161					$	8					$	2,756

Customers

The Company is subject to risk resulting from the concentration of its crude oil and natural gas sales and receivables with several significant purchasers. For the year ended December 31, 2022, two purchasers each accounted for more than 10% of our revenue: Vitol Inc. (“Vitol”) (23%) and Shell Trading (USA) Company (“Shell”) (20%). For the year ended December 31, 2021, three purchasers each accounted for more than 10% of the Company’s revenue: Vitol (21%); Shell (19%); and Plains Marketing, L.P. (“Plains”) (12%). For the year ended December 31, 2020, four purchasers each accounted for more than 10% of the Company’s revenue: Vitol (26%); Shell (22%); Plains (20%); and Trafigura Trading LLC (11%). The Company does not require collateral and does not believe the loss of any single purchaser would materially impact its operating results, as crude oil and natural gas are fungible products with well-established markets and numerous purchasers.

F-16

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

4. ACQUISITIONS AND DIVESTITURES

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 closing adjustments. 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.

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 closing			5,921
Closing price per share of Diamondback common stock on the closing date			$	148.02
Fair value of Diamondback common stock issued			$	876
Cash consideration			787
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. 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.

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 liabilities			10
Fair value of assets acquired:
Oil and natural gas properties			1,558
Inventories			1
Other property, equipment and land			114
Amount attributable to assets acquired			1,673
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 were included in the Company’s 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.

F-17

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

With the completion of the FireBird Acquisition, the Company acquired proved properties of $648 million and unproved properties of $910 million. The results of operations attributable to the FireBird Acquisition since the acquisition date have been included in the consolidated statements of operations and include $46 million of total revenue and $28 million of net income for the year ended December 31, 2022.

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 closing adjustments. The acquisition was funded through cash on hand.

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 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.

See Note 16 — Subsequent Events for transactions entered into in the first quarter of 2023.

2021 Activity

Guidon Operating LLC

On February 26, 2021, the Company closed on its acquisition of all leasehold interests and related assets of Guidon Operating LLC (the “Guidon Acquisition”), which included approximately 32,500 net acres in the Northern Midland Basin in exchange for 10.68 million shares of the Company’s common stock and $375 million of cash. The cash portion of the consideration for the Guidon Acquisition was funded through a combination of cash on hand and borrowings under the Company’s credit facility. As a result of the Guidon Acquisition, the Company added approximately 210 gross producing wells.

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

Consideration:
Shares of Diamondback common stock issued at closing			10,676
Closing price per share of Diamondback common stock on the closing date			$	69.28
Fair value of Diamondback common stock issued			$	740
Cash consideration			375
Total consideration (including fair value of Diamondback common stock issued)			$	1,115

Purchase Price Allocation

The Guidon 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 Guidon Acquisition to the identifiable assets acquired and the liabilities assumed based on the fair values at the acquisition date. The purchase price allocation was completed in the first quarter of 2022.

F-18

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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

Total consideration			$	1,115
Fair value of liabilities assumed:
Asset retirement obligations			9
Fair value of assets acquired:
Oil and natural gas properties			1,110
Midstream assets			14
Amount attributable to assets acquired			1,124
Net assets acquired and liabilities assumed			$	1,115

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. 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.

With the completion of the Guidon Acquisition, the Company acquired proved properties of $537 million and unproved properties of $573 million. The results of operations attributable to the Guidon Acquisition from the acquisition date through December 31, 2021 have been included in the consolidated statements of operations and include $345 million of total revenue and $170 million of net income.

QEP Resources, Inc.

On March 17, 2021, the Company completed its acquisition of QEP in an all-stock transaction (the “QEP Merger”). The addition of QEP’s assets increased the Company’s net acreage in the Midland Basin by approximately 49,000 net acres. Under the terms of the QEP Merger, each eligible share of QEP common stock issued and outstanding immediately prior to the effective time converted into the right to receive 0.050 of a share of Diamondback common stock, with cash being paid in lieu of any fractional shares (the “merger consideration”). At the closing date of the QEP Merger, the carrying value of QEP’s outstanding debt was approximately $1.6 billion. See Note 8—Debt for further discussion.

The following table presents the acquisition consideration paid to QEP stockholders in the QEP Merger (in millions, except per share data, shares in thousands):

Consideration:
Eligible shares of QEP common stock converted into shares of Diamondback common stock			238,153
Shares of QEP equity awards included in precombination consideration			4,221
Total shares of QEP common stock eligible for merger consideration			242,374
Exchange ratio			0.050
Shares of Diamondback common stock issued as merger consideration			12,119
Closing price per share of Diamondback common stock			$	81.41
Total consideration (fair value of the Company's common stock issued)			$	987

Purchase Price Allocation

The QEP Merger has been accounted for as a business combination using the acquisition method. The following table represents the preliminary allocation of the total purchase price for the acquisition of QEP to the identifiable assets acquired and the liabilities assumed based on the fair values at the acquisition date. The purchase price allocation was completed in the first quarter of 2022.

F-19

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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

Total consideration			$	987
Fair value of liabilities assumed:
Accounts payable - trade			$	26
Accrued capital expenditures			38
Other accrued liabilities			107
Revenues and royalties payable			67
Derivative instruments			242
Long-term debt			1,710
Asset retirement obligations			54
Other long-term liabilities			63
Amount attributable to liabilities assumed			$	2,307
Fair value of assets acquired:
Cash, cash equivalents and restricted cash			$	22
Accounts receivable - joint interest and other, net			87
Accounts receivable - oil and natural gas sales, net			44
Inventories			18
Income tax receivable			33
Prepaid expenses and other current assets			7
Oil and natural gas properties			2,922
Other property, equipment and land			16
Deferred income taxes			39
Other assets			106
Amount attributable to assets acquired			3,294
Net assets acquired and liabilities assumed			$	987

The purchase price allocation above was based on estimates of the fair values of the assets and liabilities of QEP as of the closing date of the QEP Merger. The majority of the measurements of assets acquired and liabilities assumed were based on inputs that are not observable in the market and are therefore considered Level 3 inputs. The fair value of acquired property and equipment, including midstream assets classified in oil and natural gas properties, 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. 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 QEP’s outstanding senior unsecured notes was based on unadjusted quoted prices in an active market, which are considered Level 1 inputs. The value of derivative instruments was based on observable inputs including forward commodity price curves which are considered Level 2 inputs. Deferred income taxes represent the tax effects of differences in the tax basis and merger-date fair values of assets acquired and liabilities assumed.

With the completion of the QEP Merger, the Company acquired proved properties of $2.0 billion and unproved properties of $733 million, primarily in the Midland Basin and the Williston Basin. In October 2021, the Company completed the divestiture of the Williston Basin properties, acquired as part of the QEP Merger and consisting of approximately 95,000 net acres, to Oasis Petroleum Inc. for net cash proceeds of approximately $586 million, after customary closing adjustments. See “—Williston Basin Divestiture” below.

The results of operations attributable to the QEP Merger since the acquisition date have been included in the consolidated statements of operations and include $1.1 billion of total revenue and $455 million of net income for the year ended December 31, 2022.

F-20

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Pro Forma Financial Information (Unaudited)

The following unaudited summary pro forma financial information for the years ended December 31, 2022, 2021 and 2020 has been prepared to give effect to the QEP Merger and the Guidon Acquisition as if they had occurred on January 1, 2020 and the FireBird Acquisition as if it occurred on January 1, 2021. 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 in exchange for QEP’s outstanding shares of common stock, 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 and the purchase price allocated to property, plant, and equipment as well as adjustments to interest expense and the provision for (benefit from) income taxes.

Additionally, pro forma earnings were adjusted to exclude acquisition-related costs incurred by the Company of (i) $2 million for the FireBird Acquisition during the year ended December 31, 2022, (ii) $78 million for the QEP Merger and the Guidon Acquisition during the year ended December 31, 2021, and (iii) $31 million of costs incurred by QEP through the closing date of the QEP Merger. These acquisition-related costs primarily consist of one-time severance costs and the accelerated or change-in-control vesting of certain QEP share-based awards for former QEP employees based on the terms of the merger agreement relating to the QEP Merger and other bank, legal and advisory fees. The pro forma results of operations do not include any cost savings or other synergies that may result from the QEP Merger and the Guidon 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.

									Year Ended December 31,
															2022						2021						2020
															(In millions, except per share amounts)
Revenues															$	10,071					$	7,198					$	3,727
Income (loss) from operations															$	6,770					$	4,193					$	(5,771)
Net income (loss)															$	4,648					$	2,148					$	(4,641)
Basic earnings per common share															$	25.25					$	11.40					$	(25.67)
Diluted earnings per common share															$	25.25					$	11.40					$	(25.67)

Divestitures of Certain Non-Core Assets

On June 3, 2021 and June 7, 2021, respectively, the Company closed transactions to divest certain non-core Permian assets including over 7,000 net acres of non-core Southern Midland Basin acreage in Upton county, Texas and approximately 1,300 net acres of non-core, non-operated Delaware Basin assets in Lea county, New Mexico for combined net cash proceeds of $82 million, after customary closing adjustments. The Company used its net proceeds from these transactions toward debt reduction.

Williston Basin Divestiture

On October 21, 2021, the Company completed the divestiture of its Williston Basin oil and natural gas assets, consisting of approximately 95,000 net acres, to Oasis Petroleum Inc., for net cash proceeds of approximately $586 million, after customary closing adjustments. This transaction 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. The Company used its net proceeds from this transaction toward debt reduction.

F-21

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Gas Gathering Assets Divestiture

On November 1, 2021, the Company completed the sale of certain gas gathering assets to Brazos Delaware Gas, LLC, an affiliate of Brazos Midstream (“Brazos”), for net cash proceeds of approximately $54 million, after customary closing adjustments.

2021 Drop Down Transaction

On December 1, 2021, Diamondback completed the sale of certain water midstream assets to Rattler in exchange for cash proceeds of approximately $164 million, in a drop down transaction (the “Drop Down”). The midstream assets consisted primarily of produced water gathering and disposal systems, produced water recycling facilities, and sourced water gathering and storage assets acquired by the Company through the Guidon Acquisition and the QEP Merger with a carrying value of approximately $164 million. The Company and Rattler also mutually amended their commercial agreements covering produced water gathering and disposal and sourced water gathering services to add certain Diamondback leasehold acreage to Rattler’s dedication. The Drop Down transaction was accounted for as a transaction between entities under common control.

Viper’s Swallowtail Acquisition

On October 1, 2021, Viper acquired certain mineral and royalty interests from Swallowtail Royalties LLC and Swallowtail Royalties II LLC pursuant to a definitive purchase and sale agreement for 15.25 million of Viper’s common units and approximately $225 million in cash (the “Swallowtail Acquisition”). The mineral and royalty interests acquired in the Swallowtail Acquisition represent approximately 2,313 net royalty acres primarily in the Northern Midland Basin, of which approximately 62% are operated by Diamondback. The Swallowtail Acquisition had an effective date of August 1, 2021. The cash portion of the consideration for the Swallowtail Acquisition was funded through a combination of Viper’s cash on hand and approximately $190 million of borrowings under Viper LLC’s revolving credit facility.

Rattler’s WTG Joint Venture Acquisition

On October 5, 2021, Rattler and a private affiliate of an investment fund formed the WTG joint venture. Rattler contributed approximately $104 million in cash for a 25% membership interest in the WTG joint venture, which then completed the acquisition of a majority interest in WTG Midstream from West Texas Gas, Inc. and its affiliates. WTG Midstream’s assets primarily consist of an interconnected gas gathering system and six major gas processing plants servicing the Midland Basin with 925 MMcf/d of total processing capacity with additional gas gathering and processing expansions planned.

Rattler’s Gas Gathering Divestiture

On November 1, 2021, Rattler completed the sale of its gas gathering assets to Brazos for aggregate total gross potential consideration of $94 million, consisting of (i) $84 million due at closing, after customary closing adjustments, (ii) a $5 million contingent payment due in 2023 if the aggregate actual deliveries of gas volumes into the gas gathering system by and/or on behalf of the Company and its affiliates exceed certain specified thresholds during 2022, and (iii) a $5 million contingent payment due in 2024 if the aggregate actual deliveries of gas volumes into the gas gathering system by and/or on behalf of the Company and its affiliates exceed certain specified thresholds during 2022 and 2023. The contingent payments will be recorded if and when they become realizable.

See Note 16—Subsequent Events for discussion of acquisition and divestiture activity which occurred subsequent to December 31, 2022.

F-22

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

5. PROPERTY AND EQUIPMENT

Property and equipment includes the following:

			December 31,
			2022						2021
			(In millions)
Oil and natural gas properties:
Subject to depletion			$	28,767					$	24,418
Not subject to depletion			8,355						8,496
Gross oil and natural gas properties			37,122						32,914
Accumulated depletion			(6,671)						(5,434)
Accumulated impairment			(7,954)						(7,954)
Oil and natural gas properties, net			22,497						19,526
Other property, equipment and land			1,481						1,250
Accumulated depreciation, amortization, accretion and impairment			(219)						(157)
Total property and equipment, net			$	23,759					$	20,619
Balance of costs not subject to depletion:
Incurred in 2022			$	1,142
Incurred in 2021			1,435
Incurred in 2020			71
Prior			5,707
Total not subject to depletion			$	8,355

Capitalized internal costs were approximately $58 million, $60 million and $53 million for the years ended December 31, 2022, 2021 and 2020, respectively. Costs associated with unevaluated properties are excluded from the full cost pool until the Company has made a determination as to the existence of proved reserves. Although the evaluation process has not been completed on our unevaluated properties, the Company currently estimates these costs will be added to the amortization base within ten years.

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 years ended December 31, 2022 and 2021. The Company recorded non-cash ceiling test impairment for the year ended December 31, 2020 of $6.0 billion, which is included in accumulated depletion, depreciation, amortization and impairment on the consolidated balance sheet. The impairment charge affected the Company’s reported net income (loss) but did not reduce its cash flow.

In connection with the QEP Merger and the Guidon Acquisition, the Company recorded the oil and natural gas properties acquired at fair value, based on forward strip oil and natural gas pricing existing at the closing date of the respective transactions, in accordance with ASC 820 Fair Value Measurement. Pursuant to SEC guidance, the Company determined that the fair value of the properties acquired in the QEP Merger and the Guidon Acquisition clearly exceeded the related full cost ceiling limitation beyond a reasonable doubt. As such, the Company requested and received a waiver from the SEC to exclude the properties acquired from the ceiling test calculation for the quarter ended March 31, 2021. As a result, no impairment expense related to the QEP Merger and the Guidon Acquisition was recorded for the three months ended March 31, 2021. Had the Company not received a waiver from the SEC, an impairment charge of approximately $1.1 billion would have been recorded for such period. Management affirmed there has not been a decline in the fair value of these acquired assets. The properties acquired in the QEP Merger and the Guidon Acquisition had total unamortized costs at March 31, 2021 of $3.0 billion and $1.1 billion, respectively.

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 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. Given the rate of change impacting the

F-23

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

oil and natural gas industry described above, 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.

At December 31, 2022, there were $126 million in exploration costs and development costs and $206 million in capitalized interest that are not subject to depletion. At December 31, 2021, there were $135 million in exploration and development costs and $124 million in capitalized interest costs that were not subject to depletion.

6. ASSET RETIREMENT OBLIGATIONS

The following table describes the changes to the Company’s asset retirement obligations liability for the following periods:

			Year Ended December 31,
			2022						2021
			(In millions)
Asset retirement obligations, beginning of period			$	171					$	109
Additional liabilities incurred			36						11
Liabilities acquired			19						65
Liabilities settled and divested			(26)						(36)
Accretion expense			14						9
Revisions in estimated liabilities(1)			133						13
Asset retirement obligations, end of period			347						171
Less: current portion(2)			11						5
Asset retirement obligations - long-term			$	336					$	166

(1) Revisions in estimated liabilities for the year ended December 31, 2022 are primarily the result of changes in estimated future plugging and abandonment costs due to inflation and other factors, as well as changes in the timing of when we expect to incur these liabilities.

(2) The current portion of the asset retirement obligation is included in other accrued liabilities in the Company’s consolidated balance sheets.

The Company’s asset retirement obligations primarily relate to the future plugging and abandonment of wells and related facilities. The Company estimates the future plugging and abandonment costs of wells, the ultimate productive life of the properties, a risk-adjusted discount rate and an inflation factor in order to determine the current present value of this obligation. To the extent future revisions to these assumptions impact the present value of the existing asset retirement obligation liability, a corresponding adjustment is made to the oil and natural gas property balance.

F-24

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

7. EQUITY METHOD INVESTMENTS

At December 31, 2022 and 2021, the Company had the following equity method investments:

			Ownership Interest						December 31, 2022						December 31, 2021
									(In millions)
EPIC Crude Holdings, LP			10		%				$	101					$	107
Gray Oak Pipeline, LLC(1)			10		%				115						121
Wink to Webster Pipeline LLC			4		%				87						86
OMOG JV LLC(2)			43		%				191						188
BANGL LLC			10		%				28						—
WTG joint venture			25		%				156						111
Sprouts Energy LLC			50		%				3						—
Total									$	681					$	613

(1) The Company’s investment of $115 million in the Gray Oak Pipeline, LLC (“Gray Oak”) was classified in assets held for sale in the consolidated balance sheet at December 31, 2022, and was subsequently divested in January 2023 as further discussed in Note 16— Subsequent Events.

(2) On November 1, 2022, in connection with a merger completed by OMOG JV LLC (“OMOG”), Rattler entered into a restated limited liability company agreement with OMOG which decreased the Company’s ownership interest in OMOG from 60% to 43%.

Currently, the Company receives distributions from Gray Oak, Wink to Webster and OMOG, which are classified either within the operating or investing sections of the consolidated statements of cash flows by determining the nature of each distribution. The following table presents total distributions received from the Company’s equity method investments for the periods indicated:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Gray Oak Pipeline, LLC			$	28					$	26					$	23
Wink to Webster Pipeline LLC			5						—						—
OMOG JV LLC			19						18						17
Total			$	52					$	44					$	40

The following summarizes the income (loss) of equity method investees for the periods presented:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
EPIC Crude Holdings, LP			$	(7)					$	(16)					$	(9)
Gray Oak Pipeline, LLC			22						16						10
Wink to Webster Pipeline LLC			4						(3)						(2)
OMOG JV LLC			14						12						(9)
WTG joint venture			44						6						—
Total			$	77					$	15					$	(10)

The Company reviews its equity method investments to determine if a loss in value which is other than temporary has occurred when events indicate the carrying value of the investment may not be recoverable. If such a loss has occurred, the Company recognizes an impairment provision. No significant impairments were recorded for the Company’s equity method investments for the years ended December 31, 2022, 2021 or 2020. The Company’s investees all serve customers in the oil and natural gas industry, which experienced economic challenges due to the COVID-19 pandemic and other macroeconomic factors during 2020 prior to recovering in 2021. If similar economic challenges occur in future periods, it

F-25

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

could result in circumstances requiring the Company to record potentially material impairment charges on its equity method investments.

8. DEBT

The Company’s debt consisted of the following as of the dates indicated:

			December 31,
			2022						2021
			(In millions)
5.375% Senior Notes due 2022(1)			$	—					$	25
7.320% Medium-term Notes, Series A, due 2022			—						20
5.250% Senior Notes due 2023(1)			10						10
2.875% Senior Notes due 2024			—						1,000
4.750% Senior Notes due 2025			—						500
3.250% Senior Notes due 2026			780						800
5.625% Senior Notes due 2026(1)			14						14
7.125% Medium-term Notes, Series B, due 2028			73						100
3.500% Senior Notes due 2029			1,021						1,200
3.125% Senior Notes due 2031			789						900
6.250% Senior Notes due 2033			1,100						—
4.400% Senior Notes due 2051			650						650
4.250% Senior Notes due 2052			750						—
6.250% Senior Notes due 2053			650						—
DrillCo Agreement(2)			—						58
Unamortized debt issuance costs			(43)						(31)
Unamortized discount costs			(26)						(28)
Unamortized premium costs			4						8
Unamortized basis adjustment of dedesignated interest rate swap agreements(3)			(106)						(18)
Revolving credit facility			—						—
Viper revolving credit facility			152						304
Viper 5.375% Senior Notes due 2027			430						480
Rattler revolving credit facility			—						195
Rattler 5.625% Senior Notes due 2025			—						500
Total debt, net			6,248						6,687
Less: current maturities of long-term debt			(10)						(45)
Total long-term debt			$	6,238					$	6,642

(1) At the effective time of the QEP Merger, QEP became a wholly owned subsidiary of the Company and remained the issuer of these senior notes.

(2) The Company entered into a participation and development agreement (the “DrillCo Agreement”), dated September 10, 2018, with Obsidian Resources, L.L.C. (“CEMOF”) to fund oil and natural gas development. On December 6, 2022, the Company and CEMOF entered into a letter agreement whereby the Company paid approximately $30 million, net of customary closing adjustments, to repay the $12 million outstanding debt balance and terminate the DrillCo Agreement. The Company recorded an overall loss on extinguishment of debt of $20 million in connection with the termination of the DrillCo Agreement.

(3) 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 12—Derivatives.

F-26

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Debt maturities as of December 31, 2022, excluding debt issuance costs, premiums and discounts and the unamortized basis adjustment of dedesignated interest rate swap agreements are as follows:

Year Ending December 31,
			(In millions)
2023			$	10
2024			—
2025			152
2026			794
2027			430
Thereafter			5,033
Total			$	6,419

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

Second Amended and Restated Credit Facility

The Company maintains a credit agreement, as amended, which provides for a maximum credit amount of $1.6 billion, which may be further increased to a total maximum commitment of $2.6 billion. As of December 31, 2022, the Company had no outstanding borrowings under the credit agreement and $3 million in outstanding letters of credit, which reduce available borrowings under the credit agreement on a dollar for dollar basis. The weighted average interest rate on borrowings under the credit agreement was 3.91%, 1.67% and 2.02% for the years ended December 31, 2022, 2021 and 2020, respectively.

On June 2, 2022, the Company entered into a thirteenth amendment to the credit agreement dated as of November 1, 2013, with Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto. This amendment, among other things, (i) extended the maturity date to June 2, 2027, which may be further extended by two one-year extensions pursuant to the terms set forth in the credit agreement, (ii) decreased the interest rate margin applicable to the loans and certain fees payable under the credit agreement and (iii) replaced the LIBOR interest rate benchmark with SOFR. Outstanding borrowings under the credit agreement bear interest at a per annum rate elected by Diamondback E&P that is equal to (i) term SOFR plus 0.10% (“Adjusted Term SOFR”) or (ii) an alternate base rate (which is equal to the greatest of the prime rate, the Federal Funds effective rate plus 0.50%, and 1-month Adjusted Term SOFR plus 1.0%), in each case plus the applicable margin. After giving effect to the amendment, (i) 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, and (ii) the commitment fee ranges from 0.125% to 0.325% per annum on the average daily unused portion of the commitments, based on the pricing level. The pricing level depends on the Company’s long-term senior unsecured debt ratings. The Company applied the optional expedient in ASU 2020-04, “Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting” for this contract modification, which did not have an impact on its financial position, results of operations or liquidity.

The credit agreement contains a financial covenant that requires us to maintain a Total Net Debt to Capitalization Ratio (as defined in the credit agreement) of no more than 65%. As of December 31, 2022 and 2021, the Company was in compliance with all financial maintenance covenants under the revolving credit facility, as then in effect.

2022 Issuance of Notes

December 2022 Notes Offering

On December 13, 2022, Diamondback Energy, Inc. issued $650 million aggregate principal amount of 6.250% Senior Notes due March 15, 2053 (the “December 2022 Notes”) and received net proceeds of $643 million, after deducting debt issuance costs and discounts of $7 million and underwriting discounts and offering expenses. Interest on the December 2022 Notes is payable semi-annually on March 15 and September 15 of each year, beginning on March 15, 2023.

F-27

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

October 2022 Notes Offering

On October 28, 2022, the Company issued $1.1 billion of 6.250% Senior Notes due 2033 (the “October 2022 Notes”) and received net proceeds of $1.1 billion, after deducting debt issuance costs and discounts of $15 million and underwriting discounts and offering expense. Interest on the October 2022 Notes is payable semi-annually in March and September, beginning in March 2023.

March 2022 Notes Offering

On March 17, 2022, the Company issued $750 million aggregate principal amount of 4.250% Senior Notes due March 15, 2052 (the “March 2022 Notes”) and received net proceeds of $739 million, after deducting debt issuance costs and discounts of $11 million and underwriting discounts and offering expenses. Interest on the March 2022 Notes is payable semi-annually on March 15 and September 15 of each year, beginning on September 15, 2022.

The December 2022 Notes, the October 2022 Notes and the March 2022 Notes are the Company’s senior unsecured obligations and are fully and unconditionally guaranteed by Diamondback E&P, are senior in right of payment to any of the Company’s future subordinated indebtedness and rank equal in right of payment with all of the Company’s existing and future senior indebtedness.

2022 Retirement of Notes

In the third quarter of 2022, the Company fully redeemed the $25 million principal amount of the outstanding 5.375% Notes due 2022 and fully repaid at maturity the $20 million principal amount of the outstanding 7.320% Medium-term Notes, Series A due 2022. The Company funded these transactions with cash on hand.

Additionally, the Company used a portion of the net proceeds from the October 2022 Notes offering to fund, in full, the redemption of the $500 million principal amount of Rattler’s 5.625% Senior Notes due 2025. The redemption included a premium and accrued and unpaid interest for a total cash consideration of $522 million. These redemptions resulted in an immaterial loss on extinguishment of debt.

In the second quarter of 2022, the Company repurchased principal amounts of $27 million of its 7.125% Medium-term Notes due 2028, $111 million of its 3.125% Senior Notes due 2031, $179 million of its 3.500% Senior Notes due 2029 and $20 million of its 3.250% Senior Notes due 2026 for total cash consideration, including accrued interest of $322 million.

Additionally, during the second quarter of 2022, Viper repurchased $50 million in principal amount of its 5.375% Senior Notes due 2027 for total cash consideration of $49 million. These repurchases resulted in an immaterial loss on extinguishment of debt. The Company funded its repurchases with cash on hand and Viper funded its repurchases with cash on hand and borrowings under the Viper credit agreement.

In the first quarter of 2022, the Company fully redeemed the $500 million and $1.0 billion principal amounts of its outstanding 4.750% Senior Notes due 2025 and 2.875% Senior Notes due 2024, respectively. Cash consideration for these redemptions totaled $1.6 billion, including make-whole premiums of $47 million, which resulted in a loss on extinguishment of debt of $54 million. The Company funded the redemptions with a portion of the net proceeds from the March 2022 Notes offering and cash on hand.

2021 Issuances of Notes

On March 24, 2021, Diamondback Energy, Inc. issued $650 million aggregate principal amount of 0.900% Senior Notes due March 24, 2023 (the “2023 Notes”), $900 million aggregate principal amount of 3.125% Senior Notes due March 24, 2031 (the “2031 Notes”) and $650 million aggregate principal amount of 4.400% Senior Notes due March 24, 2051 (the “2051 Notes” and together with the 2023 Notes and the 2031 Notes, the “March 2021 Notes”) and received proceeds, net of $24 million in debt issuance costs and discounts, of $2.18 billion. The net proceeds were primarily used to fund the repurchase of other senior notes outstanding as discussed further below. Interest on the March 2021 Notes is payable semi-annually in March and September, beginning in September 2021. The Company redeemed the 2023 Notes in November 2021 as discussed in “—2021 Retirement of Notes” below.

The 2031 Notes and the 2051 Notes are the Company’s senior unsecured obligations and are fully and unconditionally guaranteed by Diamondback E&P. The 2031 Notes and the 2051 Notes are senior in right of payment to any of the Company’s future subordinated indebtedness and rank equal in right of payment with all of the Company’s existing

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Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

and future senior indebtedness. The 2031 Notes and the 2051 Notes are effectively subordinated to the Company’s existing and future secured indebtedness, if any, to the extent of the value of the collateral securing such indebtedness, and structurally subordinated to all of the existing and future indebtedness and other liabilities of the Company’s subsidiaries other than Diamondback E&P.

2021 Retirement of Notes

On November 1, 2021, the Company redeemed the aggregate $650 million principal amount of its outstanding 2023 Notes at a redemption price equal to 100% of the principal amount, plus accrued and unpaid interest up to, but not including, the redemption date. The Company funded the redemption with proceeds received from the divestiture of its Williston Basin assets and cash on hand.

In August 2021, the Company redeemed the remaining $432 million principal amount of its outstanding 5.375% Senior Notes due 2025 for total cash consideration of $449 million, including redemption and early premium fees of $12 million, which resulted in a loss on extinguishment of debt during the year ended December 31, 2022 of $12 million. The Company funded the redemption with cash on hand and borrowings under its revolving credit facility.

In June 2021, the Company redeemed the remaining $191 million principal amount of the outstanding 4.625% senior notes of Energen due on September 1, 2021. The Company recorded an immaterial pre-tax loss on extinguishment of debt related to the redemption, which included the write-off of unamortized debt discounts associated with the redeemed notes. The Company funded the redemption with internally generated cash flow from operations as well as proceeds from the divestitures of certain non-core assets as discussed in Note 4—Acquisitions and Divestitures.

On March 17, 2021, at the time of the QEP Merger discussed in Note 4—Acquisitions and Divestitures, QEP had outstanding debt at fair values consisting of $478 million of 5.375% Senior Notes due 2022 (the “QEP 2022 Notes”), $673 million of 5.250% Senior Notes due 2023 (the “QEP 2023 Notes”) and $558 million of 5.625% Senior Notes due 2026 (the “QEP 2026 Notes” and together with the QEP 2022 Notes and QEP 2023 Notes, the “QEP Notes”). Subsequent to the QEP Merger, in March 2021, the Company repurchased pursuant to tender offers commenced by the Company, approximately $1.65 billion in fair value carrying amount of the QEP Notes for total cash consideration of $1.7 billion, including redemption and early premium fees of $152 million, which resulted in a loss on extinguishment of debt during the year ended December 31, 2021 of approximately $47 million. The aggregate fair value of the QEP Notes repurchased consisted of (i) $453 million of the outstanding fair value carrying amount of the QEP 2022 Notes, (ii) $663 million, of the outstanding fair value carrying amount of the QEP 2023 Notes and (iii) $538 million, of the outstanding fair value carrying amount of the QEP 2026 Notes.

In March 2021, the Company also repurchased an aggregate of $368 million principal amount of its 5.375% Senior Notes due 2025 for total cash consideration of $381 million, including redemption and early premium fees of $13 million. This resulted in a loss on extinguishment of debt during the year ended December 31, 2021 of $14 million. The Company funded the repurchases of the QEP Notes and 5.375% Senior Notes due 2025 with the proceeds from the March 2021 Notes offering discussed above.

In connection with the tender offers to repurchase the QEP Notes discussed above, the Company also solicited consents from holders of the QEP Notes to amend the indenture for the QEP Notes to, among other things, eliminate substantially all of the restrictive covenants and related provisions and certain events of default contained in the indenture under which the QEP Notes were issued. The Company received the requisite number of consents and, on March 23, 2021, entered into a supplemental indenture relating to the QEP Notes adopting these amendments.

Viper’s Credit Agreement

Viper LLC maintains a credit agreement, as amended, which provides for a maximum credit amount of $2.0 billion and a borrowing base of $580 million. As of December 31, 2022, Viper LLC had elected a commitment amount of $500 million, with $152 million of outstanding borrowings and $348 million available for future borrowings under the Viper credit agreement. The weighted average interest rates on borrowings under the Viper credit agreement were 4.22%, 2.35%, and 2.20% for the years ended December 31, 2022, 2021 and 2020, respectively.

On November 18, 2022, Viper LLC entered into the ninth amendment to the existing credit agreement, which (i) maintained the maximum amount of the revolving credit facility at $2.0 billion, (ii) reaffirmed the borrowing base of $580 million based on Viper LLC’s oil and natural gas reserves and other factors, (iii) maintained Viper LLC’s ability to elect a

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Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

commitment amount that is less than its borrowing base as determined by the lenders and (iv) replaced the LIBOR interest rate benchmark with SOFR.

The outstanding borrowings under the Viper credit agreement bear interest at a rate elected by Viper LLC that is equal to (i) term SOFR plus 0.10% (“Adjusted Term SOFR”) or (ii) an alternate base rate (which is equal to the greatest of the prime rate, the Federal Funds effective rate plus 0.50% and 1-month Adjusted Term SOFR plus 1.0%), in each case plus the applicable margin. The applicable margin ranges from 1.00% to 2.00% per annum in the case of the alternative base rate and from 2.00% to 3.00% per annum in the case of Adjusted Term SOFR, in each case depending on the amount of the loans outstanding in relation to the commitment, which is calculated using the least of the maximum credit amount, the aggregate elected commitment amount and the borrowing base. Viper LLC is obligated to pay a quarterly commitment fee ranging from 0.375% to 0.500% per year on the unused portion of the commitment. The credit agreement is secured by substantially all the assets of Viper and Viper LLC.

The Viper credit agreement contains various affirmative, negative and financial maintenance covenants. These covenants, among other things, limit additional indebtedness, additional liens, sales of assets, mergers and consolidations, dividends and distributions, transactions with affiliates, excess cash and entering into certain swap agreements and require the maintenance of the financial ratios described below.

Financial Covenant			Required Ratio
Ratio of total net debt to EBITDAX, as defined in the Viper credit agreement			Not greater than 4.0 to 1.0
Ratio of current assets to liabilities, as defined in the Viper credit agreement			Not less than 1.0 to 1.0
Ratio of secured debt to EBITDAX, as defined in the Viper credit agreement			Not greater than 2.5 to 1.0

As of December 31, 2022, Viper LLC was in compliance with all financial maintenance covenants under the Viper credit agreement.

Rattler’s Credit Agreement

In connection with the Rattler Merger in August 2022, all outstanding borrowings under Rattler LLC’s credit agreement in the amount of $269 million were fully repaid, all liens granted to secure such obligations were released and Rattler LLC’s credit agreement was terminated.

Interest expense

The following amounts have been incurred and charged to interest expense for the years ended December 31, 2022, 2021 and 2020:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Interest expense			$	272					$	277					$	250
Other fees and expenses			12						11						6
Less: interest income			1						1						4
Less: capitalized interest			124						88						55
Interest expense, net			$	159					$	199					$	197

9. STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE

Stock Repurchase Programs

In May 2019, the Company’s board of directors approved a stock repurchase program to acquire up to $2.0 billion of the Company’s outstanding common stock through December 31, 2020. This repurchase program was suspended in the first quarter of 2020. In September 2021, the Company’s board of directors approved a new stock repurchase program to acquire up to $2 billion of the Company’s outstanding common stock, and 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. Purchases under the repurchase program may be made from time to time in open market or privately negotiated transactions, and are subject to

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Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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 years ended December 31, 2022, 2021 and 2020, the Company repurchased approximately $1.1 billion, $431 million and $98 million, respectively, of common stock under the respective repurchase programs. As of December 31, 2022, $2.5 billion remained available for use to repurchase shares under the Company’s common stock repurchase program.

Change in Ownership of Consolidated Subsidiaries

Non-controlling interests in the accompanying consolidated financial statements represent minority interest ownership in Viper and Rattler through the Effective Date of the Rattler Merger and are presented as a component of equity. The Company’s ownership percentage in Viper and Rattler have historically changed as a result of public offerings, issuance of units for acquisitions, issuance of unit-based compensation, repurchases of common units and distribution equivalent rights paid on their units. These changes in ownership percentage and the disproportionate allocation of net income to the Company result in a difference between the Company’s share of the underlying net book value in Viper and Rattler, prior to the Effective Date of the Rattler Merger. When the Company’s relative ownership interests change, adjustments to non-controlling interest and additional paid-in-capital, tax effected, occur.

The following table summarizes changes in the ownership interest in consolidated subsidiaries during the respective periods:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Net income (loss) attributable to the Company			$	4,386					$	2,182					$	(4,517)
Change in ownership of consolidated subsidiaries(1)			(46)						66						358
Change from net income (loss) attributable to the Company's stockholders and transfers to non-controlling interest			$	4,340					$	2,248					$	(4,159)

(1) The year ended December 31, 2020 includes an adjustment to non-controlling interest for Rattler of $329 million and to additional paid-in-capital of $329 million to reflect the ownership structure that was effective at June 30, 2020. The adjustment had no impact on the consolidated statement of income or consolidated statement of cash flows for the year ended December 31, 2020.

Viper’s Common Unit Repurchase Program

The board of directors of Viper’s General Partner approved a common unit repurchase program to acquire up to $750 million of Viper’s outstanding common units over an indefinite period of time. During the years ended December 31, 2022, 2021 and 2020, Viper repurchased approximately $151 million, $46 million, and $24 million of its common units under its repurchase program. As of December 31, 2022, $529 million remained available for use to repurchase common units under Viper’s common unit repurchase program.

Distributions to Non-Controlling Interest

During the years ended December 31, 2022, 2021 and 2020 Viper made $182 million, $76 million, and $46 million of distributions to its common unitholders, respectively, and prior to the Rattler Merger, Rattler made $35 million, $36 million and $47 million of distributions to its common unitholders, respectively, in accordance with the distribution policies approved by their respective boards of directors. These distributions are reflected under the caption “Distributions to non-controlling interest” on the Company’s consolidated statement of stockholders’ equity and consolidated statements of cash flows.

Earnings (Loss) Per Share

The Company’s 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 shares 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.

F-31

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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

			Year Ended December 31,
			2022						2021						2020
			(In millions, except per share amounts)
Net income (loss) attributable to common stock			$	4,386					$	2,182					$	(4,517)
Less: distributed and undistributed earnings allocated to participating securities(1)			(42)						(20)						(2)
Net income (loss) attributable to common stockholders			$	4,344					$	2,162					$	(4,519)
Weighted average common shares outstanding:
Basic weighted average common shares outstanding			176,539						176,643						157,976
Effect of dilutive securities:
Weighted-average potential common shares issuable			—						—						—
Diluted weighted average common shares outstanding			176,539						176,643						157,976
Basic net income (loss) attributable to common stock			$	24.61					$	12.24					$	(28.61)
Diluted net income (loss) attributable to common stock			$	24.61					$	12.24					$	(28.61)

(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.

10. 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 December 31, 2022, the Company had 5.7 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 incentive and non-statutory stock options, restricted stock awards and restricted stock units, performance awards and stock appreciation rights to eligible employees. At December 31, 2022, the Company had 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. The Company classifies all of its awards, other than its stock appreciation rights, 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. 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 effects of equity and stock based compensation plans and related costs on the Company’s financial statements:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
General and administrative expenses			$	55					$	51					$	37
Equity-based compensation capitalized pursuant to full cost method of accounting for oil and natural gas properties			$	21					$	20					$	16

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Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Restricted Stock Units

The Company 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 following table presents the Company’s restricted stock unit activity under the Equity Plan during the year ended December 31, 2022:

			Restricted Stock Units						Weighted Average Grant-Date Fair Value
Unvested at December 31, 2021			1,079,589						$	62.09
Granted(1)			512,311						$	133.12
Vested			(592,917)						$	69.39
Forfeited			(80,081)						$	76.31
Unvested at December 31, 2022			918,902						$	95.74

(1) Includes 156,490 restricted stock units granted through the conversion of Rattler restricted stock units at the completion of the Rattler Merger.

The aggregate grant date fair value of restricted stock units that vested during the years ended December 31, 2022, 2021 and 2020 was $41 million, $46 million and $25 million, respectively. As of December 31, 2022, the Company’s unrecognized compensation cost related to unvested restricted stock units was $69 million and is expected to be recognized over a weighted-average period of 1.7 years.

Performance-Based Restricted Stock Units

To provide long-term incentives for executive officers to deliver competitive returns to the Company’s stockholders, the Company has granted performance-based restricted stock units to eligible employees. The ultimate number of shares awarded from these conditional restricted stock units is based upon measurement of total stockholder return of the Company’s common stock (“TSR”) as compared to a designated peer group during a three-year performance period.

In March 2020, eligible employees received performance restricted stock unit awards totaling 225,047 units from which a minimum of 0% and a maximum of 200% units could be awarded based upon the TSR during the three-year performance period of January 1, 2020 to December 31, 2022 and cliff vest at December 31, 2022 subject to continued employment. The initial payout of the March 2020 awards will be further adjusted by a TSR modifier that may reduce the payout or increase the payout up to a maximum of 250%.

In March 2021, eligible employees received performance restricted stock unit awards totaling 198,454 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, 2021 to December 31, 2023 and cliff vest at December 31, 2023 subject to continued employment. The initial payout of the March 2021 awards will be further adjusted by a TSR modifier that may reduce the payout or increase the payout up to a maximum of 250%.

In March 2022, eligible employees received performance restricted stock unit awards totaling 126,905 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, 2022 to December 31, 2024 and cliff vest at December 31, 2024 subject to continued employment. The initial payout of the March 2022 awards will be further adjusted by a TSR modifier that may reduce the payout or increase the payout up to a maximum of 250%.

The fair value of each performance restricted stock unit 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.

F-33

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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 period presented:

			2022						2021						2020
Grant-date fair value			$	237.13					$	131.06					$	70.17
Grant-date fair value (5-year vesting)															$	132.48
Risk-free rate			1.44		%				15.00		%				86.00		%
Company volatility			72.10		%				69.60		%				36.70		%

The following table presents the Company’s performance restricted stock unit activity under the Equity Plan for the year ended December 31, 2022:

			Performance Restricted Stock Units						Weighted Average Grant-Date Fair Value
Unvested at December 31, 2021			456,459						$	100.17
Granted			126,905						$	237.13
Vested			(225,047)						$	68.19
Forfeited			(10,436)						$	177.96
Unvested at December 31, 2022(1)			347,881						$	168.48

(1)A maximum of 811,264 units could be awarded based upon the Company’s final TSR ranking.

As of December 31, 2022, the Company’s unrecognized compensation cost related to unvested performance based restricted stock awards and units was $32 million, which is expected to be recognized over a weighted-average period of 1.8 years.

11. INCOME TAXES

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company is subject to corporate income taxes and the Texas margin tax. The Company and its subsidiaries, other than Viper, Viper LLC, and Rattler LLC, file a federal corporate income tax return on a consolidated basis. As discussed further below, Viper became a taxable entity for federal income tax purposes effective May 10, 2018, and as such files a federal corporate income tax return including the activity of its investment in Viper LLC. Viper’s provision for income taxes is included in the Company’s consolidated income tax provision and, to the extent applicable, in net income attributable to the non-controlling interest.

For periods subsequent to the Effective Date of the Rattler Merger, Rattler is anticipated to be a member of the group filing consolidated income tax returns with Diamondback Energy, Inc. and its subsidiaries. As such, Rattler’s current and deferred income taxes continue to be included in the Company’s consolidated income tax expense from continuing operations and, only for periods prior to the Rattler Merger, in net income attributable to the non-controlling interest.

The Company’s effective income tax rates were 20.5%, 21.7% and 19.1% for the years ended December 31, 2022, 2021 and 2020, respectively. Total income tax expense for the year ended December 31, 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) tax benefit resulting from a partial reduction in the valuation allowance on Viper’s and QEP’s deferred tax assets for the year ended December 31, 2022. Total income tax benefit for the year ended December 31, 2021 differed from amounts computed by applying the United States federal statutory tax rate to pre-tax income for the period primarily due to state income taxes, net of federal benefit. Total income tax expense for the year ended December 31, 2020 differed from amounts computed by applying the United States federal statutory tax rate to pre-tax loss for the period primarily due to the impact of recording a valuation allowance on Viper’s deferred tax assets, partially offset by state income taxes net of federal benefit and by tax benefit resulting from the carryback of federal net operating losses.

The CHIPS and Science Act of 2022 was enacted on August 9, 2022, and the IRA was enacted on August 16, 2022, which imposes 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/

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Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

unit repurchases for tax years beginning after December 31, 2022, and included several other provisions applicable to U.S. income taxes for corporations. The Company considered the impact of this legislation in the period of enactment and concluded there was not a material impact to the Company’s current or deferred income tax balances. The Company has made an accounting policy election to account for the effects of the CAMT on realizability of its deferred tax assets as a period cost, to the extent the Company is subject to the CAMT and related tax consequences arise in future periods. These changes are effective for the 2023 tax periods.

The components of the Company’s consolidated provision for income taxes from continuing operations for the years ended December 31, 2022, 2021 and 2020 are as follows:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Current income tax provision (benefit):
Federal			$	421					$	10					$	(62)
State			33						15						—
Total current income tax provision (benefit)			454						25						(62)
Deferred income tax provision (benefit):
Federal			706						594						(1,010)
State			14						12						(32)
Total deferred income tax provision (benefit)			720						606						(1,042)
Total provision for (benefit from) income taxes			$	1,174					$	631					$	(1,104)

A reconciliation of the statutory federal income tax amount from continuing operations to the recorded expense is as follows:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Income tax expense (benefit) at the federal statutory rate (21%)			$	1,205					$	610					$	(1,213)
Income tax benefit relating to net operating loss carryback			—						—						(25)
State income tax expense, net of federal tax effect			42						23						(30)
Non-deductible compensation			10						10						6
Change in valuation allowance			(71)						(12)						153
Other, net			(12)						—						5
Provision for (benefit from) income taxes			$	1,174					$	631					$	(1,104)

F-35

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

The components of the Company’s deferred tax assets and liabilities as of December 31, 2022 and 2021 are as follows:

			December 31,
			2022						2021
			(In millions)
Deferred tax assets:
Net operating loss and other carryforwards			$	406					$	682
Derivative instruments			—						36
Stock based compensation			5						5
Viper's investment in Viper LLC			148						163
Rattler's investment in Rattler LLC			1						40
Other			16						22
Deferred tax assets			576						948
Valuation allowance			(223)						(315)
Deferred tax assets, net of valuation allowance			353						633
Deferred tax liabilities:
Oil and natural gas properties and equipment			2,109						1,702
Midstream investments			235						224
Derivative instruments			12						—
Other			2						5
Total deferred tax liabilities			2,358						1,931
Net deferred tax liabilities			$	2,005					$	1,298

The Company had net deferred tax liabilities of approximately $2.0 billion and $1.3 billion at December 31, 2022 and 2021, respectively.

At December 31, 2022, the Company had approximately $457 million of federal NOLs and $4 million of federal tax credits expiring in 2037 and $887 million of federal NOLs with an indefinite carryforward life, including NOLs acquired from QEP and from Rattler. The Company principally operates in the state of Texas and is subject to Texas Margin Tax, which currently does not include an NOL carryover provision. The Company’s federal tax attributes, including those acquired from QEP and Rattler, are subject to an annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended, which relates to tax attribute limitations upon the 50% or greater change of ownership of an entity during any three-year look back period. Other than as described below regarding realization of tax attributes acquired from QEP, the Company believes that the application of Section 382 will not have an adverse effect on future usage of the Company’s NOLs and credits.

On August 24, 2022, the Company completed the Rattler Merger. Management considered the likelihood that the federal net operating losses and other tax attributes acquired from Rattler will be utilized, including in light of Rattler’s inclusion in consolidated income tax returns with Diamondback for periods subsequent to the Rattler Merger, and in light of the annual limitation on utilization of tax attributes following Rattler’s ownership change pursuant to Internal Revenue Code Section 382. As a result of the assessment, including consideration of all available positive and negative evidence, management determined that it continues to be more likely than not that Rattler will realize its deferred tax assets as of December 31, 2022.

On March 17, 2021, the Company completed its acquisition of QEP. For federal income tax purposes, the transaction qualified as a nontaxable merger whereby the Company acquired carryover tax basis in QEP’s assets and liabilities. The Company’s opening balance sheet net deferred tax asset was finalized during the first quarter of 2022 at $39 million, and primarily consisted of deferred tax assets related to tax attributes acquired from QEP, partially offset by a valuation allowance related to federal and state tax attributes estimated not more likely than to be realized prior to expiration and deferred tax liabilities resulting from the excess of financial reporting carrying value over tax basis of oil and natural gas properties and other assets acquired from QEP.

F-36

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

As of December 31, 2022, the Company had a valuation allowance of $11 million related to federal NOL and credit carryforwards acquired from QEP which are estimated not more likely than not to be realized prior to expiration. In addition, the Company had a valuation allowance of $113 million primarily related to certain state NOL carryforwards which the Company does not believe are realizable as it does not anticipate future operations in those states and a valuation allowance of $98 million related to Viper’s deferred tax assets, as discussed further below. Management’s assessment at each balance sheet date included consideration of all available positive and negative evidence including the anticipated timing of reversal of deferred tax liabilities and the limitations imposed by Internal Revenue Code Section 382 on certain of the Company’s NOLs and other carryforwards. Management believes that the balance of the Company’s NOLs are realizable to the extent of future taxable income primarily related to the excess of book carrying value of properties over their respective tax bases. As of December 31, 2022, management determined that it is more likely than not that the Company will realize its remaining deferred tax assets.

At December 31, 2022, the Company’s net deferred tax liabilities include deferred tax assets of approximately $148 million related to Viper’s investment in Viper LLC. Deferred taxes are provided on the difference between Viper’s basis for financial accounting purposes and basis for federal income tax purposes in its investment in Viper LLC.

As of December 31, 2022, Viper had a valuation allowance of approximately $98 million related to deferred tax assets that Viper does not believe are more likely than not to be realized. During the year ended December 31, 2022, Viper recognized deferred income tax benefit of $50 million related to a partial release of its beginning-of-the-year valuation allowance, based on a change in judgment about the realizability of its deferred tax assets. Management’s assessment of all available evidence, both positive and negative, supporting realizability of Viper’s deferred tax assets as required by applicable accounting standards, resulted in recognition of tax benefit for the portion of Viper’s deferred tax assets considered more likely than not to be realized. The positive evidence assessed included recent cumulative income due in part to higher commodity prices and an expectation of future taxable income based upon recent actual and forecasted production volumes and prices. Viper retained a partial valuation allowance on its deferred tax assets due in part to potential future volatility in commodity prices impacting the likelihood of future realizability. At December 31, 2021, Viper had a full valuation allowance against its deferred tax assets, based on its assessment of all available evidence, both positive and negative, supporting realizability of its deferred tax assets.

The following table sets forth changes in the Company’s unrecognized tax benefits:

			December 31,
			2022						2021
			(In millions)
Balance at beginning of year			$	7					$	7
Increase resulting from prior period tax positions			—						—
Increase resulting from current period tax positions			—						—
Balance at end of year			7						7
Less: Effects of temporary items			(4)						(4)
Total that, if recognized, would impact the effective income tax rate as of the end of the year			$	3					$	3

The Company recognizes the tax benefit from a tax position only if it is more likely than not that it will be sustained upon examination by the taxing authorities, based upon the technical merits of the position. The Company’s federal and state income tax returns for 2012 through the current tax year remain open and subject to examination by the IRS and major state taxing jurisdictions. It is reasonably possible that significant changes to the reserve for uncertain tax positions may occur as a result of various audits and the expiration of the statute of limitations. Although the timing and outcome of tax examinations is highly uncertain, the Company does not expect the change in unrecognized tax benefit within the next 12 months would have a material impact to the financial statements.

The Company is continuing its practice of recognizing interest and penalties related to income tax matters as interest expense and general and administrative expenses, respectively. During the years ended December 31, 2022 and 2021, there was an insignificant amount of interest and no penalties related to each period associated with uncertain tax positions recognized in the Company’s consolidated financial statements.

F-37

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

12. DERIVATIVES

At December 31, 2022, 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, natural gas and natural gas liquids 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 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’s counterparties are participants in the secured second amended and restated credit agreement, which is secured by substantially all of the assets of the guarantor subsidiaries; therefore, the Company is not required to post any collateral. The Company has entered into commodity derivative instruments only with counterparties that are also lenders in our credit facility and have been deemed an acceptable credit risk. As such, the Company does not require collateral from its counterparties.

The Company had multiple commodity derivative contracts that contained an other-than-insignificant financing element at inception during 2021 and, therefore, the cash receipts were classified as cash flows from financing activities in the consolidated statements of cash flow for the year ended December 31, 2021.

As of December 31, 2022, the Company had the following outstanding commodity derivative contracts. When aggregating multiple contracts, the weighted average contract price is disclosed:

															Swaps									Collars
Settlement Month			Settlement Year			Type of Contract			Bbls/MMBtu Per Day			Index			Weighted Average Differential			Weighted Average Fixed Price						Weighted Average Floor Price			Weighted Average Ceiling Price
OIL
Jan. - June			2023			Costless Collar			6,000			Brent			$—			$—						$60.00			$114.57
Jan. - Dec.			2023			Basis Swap(1)			24,000			Argus WTI Midland			$0.90			$—						$—			$—
NATURAL GAS
Jan. - Mar.			2023			Costless Collar			370,000			Henry Hub			$—			$—						$3.14			$9.28
Apr. - June			2023			Costless Collar			330,000			Henry Hub			$—			$—						$3.17			$9.13
July - Dec.			2023			Costless Collar			310,000			Henry Hub			$—			$—						$3.18			$9.22
Jan. - Dec.			2024			Costless Collar			200,000			Henry Hub			$—			$—						$3.00			$8.42
Jan. - June			2023			Basis Swap(1)			350,000			Waha Hub			$(1.20)			$—						$—			$—
July - Dec.			2023			Basis Swap(1)			330,000			Waha Hub			$(1.24)			$—						$—			$—
Jan. - Dec.			2024			Basis Swap(1)			330,000			Waha Hub			$(1.17)			$—						$—			$—

(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.

F-38

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Settlement Month			Settlement Year			Type of Contract			Bbls Per Day			Index			Strike Price						Deferred Premium
OIL
Jan. - Mar.			2023			Put			90,000			Brent			$53.72						$1.76
Jan. - Mar.			2023			Put			32,000			Argus WTI Houston			$54.06						$1.77
Jan. - Mar.			2023			Put			12,000			WTI			$54.50						$1.82
Apr. - June			2023			Put			64,000			Brent			$53.52						$1.81
Apr. - June			2023			Put			18,000			Argus WTI Houston			$53.33						$1.75
Apr. - June			2023			Put			8,000			WTI			$55.00						$1.79
July - Sep.			2023			Put			32,000			Brent			$53.91						$1.85
July - Sep.			2023			Put			4,000			Argus WTI Houston			$55.00						$1.84
Oct. - Dec.			2023			Put			5,000			Brent			$55.00						$1.87

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 average variable rate of interest based on three month LIBOR plus 2.1865%, thereby limiting its exposure to changes 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 value of the interest rate swaps were completely offset by changes in the fair value of the hedged portion of the 2029 Notes in the consolidated statements of operations.

In the second quarter of 2022, the Company elected to fully dedesignate these interest rate swaps and discontinue hedge accounting. 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 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 consolidated statements of operations.

During 2020 and the first quarter of 2021, the Company used interest rate swaps to reduce its exposure to variable rate interest payments associated with the Company’s revolving credit facility. These interest rate swaps were not designated as hedging instruments and as a result, the Company recognized all changes in fair value immediately in earnings. During the first quarter of 2021, the Company terminated all of its previously outstanding interest rate swaps which resulted in cash received upon settlement of $80 million, net of fees, during the year ended December 31, 2021. The interest rate swaps contained an other-than-insignificant financing element at inception, and therefore, the cash receipts were classified as cash flows from financing activities in the consolidated statements of cash flow for the year ended December 31, 2021.

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 13—Fair Value Measurements for further details.

F-39

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

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 consolidated statements of operations:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Gain (loss) on derivative instruments, net:
Commodity contracts			$	(528)					$	(978)					$	(32)
Interest rate swaps			(58)						130						(49)
Total			$	(586)					$	(848)					$	(81)
Net cash received (paid) on settlements:
Commodity contracts(1)(2)			$	(849)					$	(1,305)					$	250
Interest rate swaps(3)			(1)						80						—
Total			$	(850)					$	(1,225)					$	250

(1)The year ended December 31, 2022 includes cash paid on commodity contracts terminated prior to their contractual maturity of $138 million.

(2)The years ended December 31, 2021 and 2020 include cash paid on commodity contracts terminated prior to their contractual maturity of $16 million and cash received of $17 million, respectively.

(3)The year ended December 31, 2021 includes cash received on interest rate swap contracts terminated prior to their contractual maturity of $80 million.

13. FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.

The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. The Company uses appropriate valuation techniques based on available inputs to measure the fair values of its assets and liabilities.

Level 1 - Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date.

Level 2 - Observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3 - Unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value.

Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

See Note 4—Acquisitions and Divestitures for discussion of the fair values of proved oil and natural gas properties assumed in business combinations.

F-40

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Certain assets and liabilities are reported at fair value on a recurring basis, including the Company’s commodity derivative instruments and interest rate swaps. The fair values of the Company’s commodity derivative contracts are measured internally using established commodity futures price strips for the underlying commodity provided by a reputable third party, the contracted notional volumes, and time to maturity. The fair values of the Company’s interest rate swaps previously designated as fair value hedges and those that are not designated as hedges are determined based on inputs that are readily available in public markets, are determined based on inputs readily available in public markets, can be derived from information available in publicly quote markets, or are provided by financial institutions that trade these contracts. These valuations are Level 2 inputs. The fair value of interest rate swaps is recorded as an asset or liability on the consolidated balance sheets. At December 31, 2021, the net fair value of the Company’s interest rate swaps previously designated as hedges was offset by the change in value of the hedged item, long-term debt, within the consolidated balance sheet.

The following table provides (i) fair value measurement information for financial assets and liabilities measured at fair value on a recurring basis, (ii) the gross amounts of recognized derivative assets and liabilities, (iii) the amounts offset under master netting arrangements with counterparties, and (iv) the resulting net amounts presented under the captions “Derivative instruments” in the Company’s consolidated balance sheets as of December 31, 2022 and December 31, 2021. The net amounts of derivative instruments are classified as current or noncurrent based on their anticipated settlement dates.

			As of December 31, 2022
			Level 1			Level 2			Level 3			Total Gross Fair Value			Gross Amounts Offset in Balance Sheet			Net 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)		$	2
Interest rate swaps			$	—		$	45		$	—		$	45		$	—		$	45
Non-current liabilities- Derivative instruments:
Commodity derivative instruments			$	—		$	39		$	—		$	39		$	(39)		$	—
Interest rate swaps			$	—		$	148		$	—		$	148		$	—		$	148

F-41

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

			As of December 31, 2021
			Level 1			Level 2			Level 3			Total Gross Fair Value			Gross Amounts Offset in Balance Sheet			Net Fair Value Presented in Balance Sheet
			(In millions)
Assets:
Current assets- Derivative instruments:
Commodity derivative instruments			$	—		$	60		$	—		$	60		$	(57)		$	3
Interest rate swaps designated as hedges			$	—		$	10		$	—		$	10		$	—		$	10
Non-current assets- Derivative instruments:
Commodity derivative instruments			$	—		$	12		$	—		$	12		$	(8)		$	4
Interest rate swaps designated as hedges			$	—		$	1		$	—		$	1		$	(1)		$	—
Liabilities:
Current liabilities- Derivative instruments:
Commodity derivative instruments			$	—		$	231		$	—		$	231		$	(57)		$	174
Non-current liabilities- Derivative instruments:
Commodity derivative instruments			$	—		$	9		$	—		$	9		$	(8)		$	1
Interest rate swaps designated as hedges			$	—		$	29		$	—		$	29		$	(1)		$	28

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 consolidated balance sheets:

			December 31, 2022												December 31, 2021
			Carrying												Carrying
			Value						Fair Value						Value						Fair Value
			(In millions)
Debt			$	6,248					$	5,754					$	6,687					$	7,148

The fair values of the Company’s credit agreement, 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 December 31, 2022 quoted market prices, 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 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.

F-42

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

14. SUPPLEMENTAL INFORMATION TO STATEMENTS OF CASH FLOWS

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Supplemental disclosure of cash flow information:
Interest paid, net of capitalized interest			$	135					$	194					$	221
Cash paid (received) for income taxes			$	718					$	(138)					$	—
Supplemental disclosure of non-cash transactions:
Accrued capital expenditures included in accounts payable and accrued expenses			$	520					$	287					$	213
Capitalized stock-based compensation			$	21					$	20					$	16
Common stock issued for acquisitions			$	1,220					$	1,727					$	—
Asset retirement obligations acquired			$	19					$	65					$	2

15. 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, disputes or claims when information available indicates that a loss is probable and the amount of the loss can be reasonably estimated.

Commitments

The following is a schedule of minimum future payments with commitments that have initial or remaining noncancellable terms in excess of one year as of December 31, 2022:

Year Ending December 31,						Transportation Commitments**(1)**						Electrical Fracturing Fleet**(2)**						Sand Supply Agreement**(3)**						Produced Water Disposal Commitments**(4)**
						(In millions)
2023						$	87					$	45					$	23					$	5
2024						96						50						23						5
2025						101						40						22						5
2026						107						5						18						4
2027						86						—						5						4
Thereafter						379						—						—						24
Total						$	856					$	140					$	91					$	47

(1)The Company has committed to transport gross quantities of crude oil and natural gas on various pipelines under a variety of contracts including throughput and take-or-pay agreements. The Company’s failure to purchase the minimum level of quantities would require it to pay shortfall fees up to the amount of the original monthly commitment amounts included in the table above.

(2)In 2022, the Company entered into three year commitments for the Company’s electric fracturing fleet and related power generating services.

F-43

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

(3)The Company has committed to purchase minimum quantities of sand for use in its drilling operations. Our failure to purchase the minimum level of quantities would require us to pay shortfall fees up to the commitment amounts included in the table above.

(4)In 2021, the Company entered into a minimum volume commitment to purchase produced water disposal services under a 14 year agreement.

At December 31, 2022, the Company’s delivery commitments covered the following gross volumes of oil:

Year Ending December 31,						Oil Volume Commitments (Bbl/d)
2023						175
2024						175
2025						175
2026						150
2027						150
Thereafter						50
Total						875

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, 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.

16. SUBSEQUENT EVENTS

Fourth Quarter 2022 Dividend Declaration

On February 16, 2023, the Company’s board of directors approved an increase to the Company’s annual base dividend to $3.20 per share and declared a cash dividend for the fourth quarter of 2022 of $2.95 per share of common stock, payable on March 10, 2023 to its stockholders of record at the close of business on March 3, 2023. The dividend consists of a base quarterly dividend of $0.80 per share of common stock and a variable quarterly dividend of $2.15 per share of common stock. Future base and variable dividends are at the discretion of the board of directors of the Company.

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 (15,000 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 closing adjustments. The cash portion of the consideration for the Lario Acquisition was funded through a combination of cash on hand and borrowings under our revolving credit facility. Following the closing of the Lario Acquisition, the Company filed with the SEC a shelf registration statement, which became immediately effective upon filing, registering for resale the shares of common stock issued in the Lario Acquisition, as

F-44

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

required by the terms of the related registration rights agreement. The Lario Acquisition will be accounted for as a business combination with the fair value of consideration allocated to the acquisition date fair value of assets acquired and liabilities assumed. The Company is currently in the process of finalizing the initial accounting for this transaction and preliminary fair value measurements will be made in the Company’s interim condensed consolidated financial statements for the three months ended March 31, 2023.

Divestitures

On January 9, 2023, the Company divested its 10% non-operating equity investment in Gray Oak for $172 million in cash proceeds and recorded a gain on the sale of equity method investments of approximately $53 million in the first quarter of 2023. The Company had recorded the carrying value of its Gray Oak investment in assets held for sale at December 31, 2022 as discussed further in Note 7—Equity Method Investments.

In February 2023, the Company entered into definitive agreements with unrelated third-party buyers to divest non-core assets consisting of approximately 19,000 net acres in Glasscock County and approximately 4,900 net acres in Ward and Winkler counties for combined total consideration of $439 million, subject to certain closing adjustments. The assets being sold in these pending transactions include approximately 2 MBO/d (7 MBOE/d) of 2023 production. Both of these transactions are expected to close in the second quarter of 2023, subject to completion of diligence and satisfaction of customary closing conditions.

17. SEGMENT INFORMATION

The Company reports its operations in 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 segments comprise the structure used by its Chief Operating Decision Maker (“CODM”) to make key operating decisions and assess performance.

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

			Upstream						All Other						Eliminations						Total
			(In millions)
Year Ended December 31, 2022:
Third-party revenues			$	9,572					$	71					$	—					$	9,643
Intersegment revenues			—						369						(369)						—
Total revenues			$	9,572					$	440					$	(369)					$	9,643
Depreciation, depletion, amortization and accretion			$	1,279					$	65					$	—					$	1,344
Income (loss) from operations			$	6,432					$	166					$	(90)					$	6,508
Interest expense, net			$	(130)					$	(29)					$	—					$	(159)
Other income (expense)			$	(653)					$	56					$	(16)					$	(613)
Provision for (benefit from) income taxes			$	1,165					$	9					$	—					$	1,174
Net income (loss) attributable to non-controlling interest			$	150					$	26					$	—					$	176
Net income (loss) attributable to Diamondback Energy, Inc.			$	4,334					$	158					$	(106)					$	4,386
Total assets			$	24,452					$	2,213					$	(456)					$	26,209

F-45

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

			Upstream						All Other						Eliminations						Total
			(In millions)
Year Ended December 31, 2021:
Third-party revenues			$	6,747					$	50					$	—					$	6,797
Intersegment revenues			—						371						(371)						—
Total revenues			$	6,747					$	421					$	(371)					$	6,797
Depreciation, depletion, amortization and accretion			$	1,219					$	56					$	—					$	1,275
Income (loss) from operations			$	3,879					$	180					$	(58)					$	4,001
Interest expense, net			$	(167)					$	(32)					$	—					$	(199)
Other income (expense)			$	(925)					$	38					$	(8)					$	(895)
Provision for (benefit from) income taxes			$	620					$	11					$	—					$	631
Net income (loss) attributable to non-controlling interest			$	57					$	37					$	—					$	94
Net income (loss) attributable to Diamondback Energy, Inc.			$	2,110					$	138					$	(66)					$	2,182
Total assets			$	21,329					$	1,942					$	(373)					$	22,898

			Upstream						All Other						Eliminations						Total
			(In millions)
Year Ended December 31, 2020:
Third-party revenues			$	2,756					$	57					$	—					$	2,813
Intersegment revenues			—						367						(367)						—
Total revenues			$	2,756					$	424					$	(367)					$	2,813
Depreciation, depletion, amortization and accretion			$	1,257					$	54					$	—					$	1,311
Impairment of oil and natural gas properties			$	6,021					$	—					$	—					$	6,021
Income (loss) from operations			$	(5,562)					$	182					$	(96)					$	(5,476)
Interest expense, net			$	(180)					$	(17)					$	—					$	(197)
Other income (expense)			$	(87)					$	(10)					$	(6)					$	(103)
Provision for (benefit from) income taxes			$	(1,114)					$	10					$	—					$	(1,104)
Net income (loss) attributable to non-controlling interest			$	(190)					$	35					$	—					$	(155)
Net income (loss) attributable to Diamondback Energy, Inc.			$	(4,525)					$	110					$	(102)					$	(4,517)
Total assets			$	16,128					$	1,809					$	(318)					$	17,619

F-46

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

18. SUPPLEMENTAL INFORMATION ON OIL AND NATURAL GAS OPERATIONS (UNAUDITED)

The Company’s oil and natural gas reserves are attributable solely to properties within the United States.

Capitalized oil and natural gas costs

Aggregate capitalized costs related to oil and natural gas production activities with applicable accumulated depreciation, depletion, amortization and impairment are as follows:

			December 31,
			2022						2021
			(In millions)
Oil and natural gas properties:
Proved properties			$	28,767					$	24,418
Unproved properties			8,355						8,496
Total oil and natural gas properties			37,122						32,914
Accumulated depletion			(6,671)						(5,434)
Accumulated impairment			(7,954)						(7,954)
Net oil and natural gas properties capitalized			$	22,497					$	19,526

Costs incurred in oil and natural gas activities

Costs incurred in oil and natural gas property acquisition, exploration and development activities are as follows:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Acquisition costs:
Proved properties			$	778					$	2,805					$	13
Unproved properties			1,536						1,829						106
Development costs			566						516						381
Exploration costs			1,698						1,223						1,098
Total			$	4,578					$	6,373					$	1,598

Results of Operations from Oil and Natural Gas Producing Activities

The following schedule sets forth the revenues and expenses related to the production and sale of oil, natural gas and natural gas liquids. It does not include any interest costs or general and administrative costs and income tax expense has been calculated by applying statutory income tax rates to oil, gas and natural gas liquids sales after deducting production costs, depreciation, depletion and amortization and accretion and impairment. Therefore, the following schedule is not necessarily indicative of the contribution to the net operating results of the Company’s oil, natural gas and natural gas liquids operations.

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Oil, natural gas and natural gas liquid sales			$	9,566					$	6,747					$	2,756
Production costs			(1,521)						(1,202)						(760)
Depreciation, depletion, amortization and accretion			(1,264)						(1,211)						(1,249)
Impairment			—						—						(6,021)
Income tax benefit (expense)			(1,437)						(918)						1,151
Results of operations			$	5,344					$	3,416					$	(4,123)

F-47

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Oil and Natural Gas Reserves

Proved oil and natural gas reserve estimates were and their associated future net cash flows were prepared by the Company’s internal reservoir engineers and audited by Ryder Scott, independent petroleum engineers, as of December 31, 2022 and prepared by Ryder Scott as of December 31, 2021 and 2020. Proved reserves were estimated in accordance with guidelines established by the SEC, which require that reserve estimates be prepared under existing economic and operating conditions based upon the 12-month unweighted average of the first-day-of-the-month prices.

There are numerous uncertainties inherent in estimating quantities of proved oil and natural gas reserves. Oil and natural gas reserve engineering is a subjective process of estimating underground accumulations of oil and natural gas that cannot be precisely measured and the accuracy of any reserve estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Results of drilling, testing and production subsequent to the date of the estimate may justify revision of such estimate. Accordingly, reserve estimates are often different from the quantities of oil and natural gas that are ultimately recovered.

The changes in estimated proved reserves are as follows:

			Oil (MBbls)						Natural Gas (MMcf)						Natural Gas Liquids (MBbls)						Total (MBOE)
Proved Developed and Undeveloped Reserves:
As of December 31, 2019			710,903						1,118,811						230,203						1,127,575
Extensions and discoveries			191,009						316,035						58,410						302,092
Revisions of previous estimates			(78,244)						300,160						21,927						(6,290)
Purchase of reserves in place			2,124						3,512						778						3,487
Divestitures			(209)						(905)						(141)						(501)
Production			(66,182)						(130,549)						(21,981)						(109,921)
As of December 31, 2020			759,401						1,607,064						289,196						1,316,441
Extensions and discoveries			271,222						720,125						127,479						518,722
Revisions of previous estimates			(160,570)						195,302						(6,685)						(134,705)
Purchase of reserves in place			176,261						302,770						58,587						285,310
Divestitures			(36,503)						(70,048)						(11,597)						(59,775)
Production			(81,522)						(169,406)						(27,246)						(137,002)
As of December 31, 2021			928,289						2,585,807						429,734						1,788,991
Extensions and discoveries			201,326						386,987						68,671						334,495
Revisions of previous estimates			(10,483)						2,827						3,228						(6,784)
Purchase of reserves in place			38,683						82,287						15,645						68,043
Divestitures			(6,691)						(12,671)						(2,079)						(10,882)
Production			(81,616)						(176,376)						(29,880)						(140,892)
As of December 31, 2022			1,069,508						2,868,861						485,319						2,032,971
Proved Developed Reserves:
December 31, 2019			457,083						824,760						165,173						759,716
December 31, 2020			443,464						1,085,035						192,495						816,798
December 31, 2021			620,474						1,770,688						285,513						1,201,102
December 31, 2022			699,513						2,122,782						350,243						1,403,553
Proved Undeveloped Reserves:
December 31, 2019			253,820						294,051						65,030						367,859
December 31, 2020			315,937						522,029						96,701						499,643
December 31, 2021			307,815						815,119						144,221						587,889
December 31, 2022			369,995						746,079						135,076						629,418

F-48

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Revisions represent changes in previous reserves estimates, either upward or downward, resulting from new information normally obtained from development drilling and production history or resulting from a change in economic factors, such as commodity prices, operating costs or development costs.

During the year ended December 31, 2022, the Company’s extensions and discoveries of 334,495 MBOE resulted primarily from the drilling of 654 new wells in which the Company has a working interest, including 576 wells in which we own only a mineral interest through Viper, and from 311 new proved undeveloped locations added. Viper royalty interests accounted for 8% of the extension volumes. The Company’s downward revisions of previous estimates of 6,784 MBOE were the result of negative revisions of 98,902 MBOE due primarily to PUD downgrades related to changes in the corporate development plan following the FireBird Acquisition, partially offset with positive revisions of 92,118 MBOE associated with higher commodity prices. Purchases of 68,043 MBOE consisted of 67,037 MBOE attributable largely to the FireBird Acquisition and 1,005 MBOE of Viper royalty purchases. Divestitures of 10,882 MBOE related primarily to non-core Delaware Basin assets and the Eagle Ford Basin Divestiture.

During the year ended December 31, 2021, the Company’s extensions and discoveries of 518,722 MBOE resulted primarily from the drilling of 470 new wells in which the Company has a working interest, including 345 wells in which we own only a mineral interest through Viper, and from 439 new proved undeveloped locations added. Viper royalty interests accounted for 6% of the extension volumes. The Company’s downward revisions of previous estimates of 134,705 MBOE were the result of negative revisions of 268,560 MBOE due primarily to PUD downgrades related to changes in the corporate development plan following the QEP and Guidon acquisitions. These negative revisions were partially offset with positive revisions of 133,855 MBOE associated with higher commodity prices and improved well performance. Purchases of 285,309 MBOE primarily resulted from 276,207 MBOE attributable largely to the QEP Merger and Guidon Acquisition, and 9,102 MBOE of Viper royalty purchases, including the Swallowtail Acquisition. Divestitures of 59,775 MBOE related primarily to the Williston Basin Divestiture.

During the year ended December 31, 2020, the Company’s extensions and discoveries totaling 302,092 MBOE resulted primarily from the drilling of 682 new wells in which the Company has a working interest and from 298 new proved undeveloped locations added. Viper royalty interests accounted for 8% of the extension volumes. The Company’s downward revisions of previous estimates of 6,290 MBOE were the result of negative revisions due to lower product pricing of 54,645 MBOE, which were partially offset by positive revisions of 23,066 MBOE associated with a reduction in lease operating expenses, resulting in a total negative pricing revision of 31,579 MBOE. Downgrades of 31,074 MBOE are primarily from changes in the corporate development plan. These revisions were offset by positive performance revisions of 56,362 MBOE associated with less gas flaring and a corresponding increase in natural gas liquid recoveries.

At December 31, 2022, the Company’s estimated PUD reserves were approximately 629,418 MBOE, an 41,529 MBOE increase over the reserve estimate at December 31, 2021 of 587,889 MBOE. The following table includes the changes in PUD reserves for 2022 (MBOE):

Beginning proved undeveloped reserves at December 31, 2021			587,889
Undeveloped reserves transferred to developed			(155,457)
Revisions			(82,619)
Purchases			8,734
Divestitures			(93)
Extensions and discoveries			270,964
Ending proved undeveloped reserves at December 31, 2022			629,418

The increase in proved undeveloped reserves was primarily attributable to extensions of 256,007 MBOE from 311 gross (287 net) wells in which the Company has a working interest and 14,957 MBOE from 199 gross wells in which Viper owns royalty interests. Of the 311 gross working interest wells, 261 were in the Midland Basin and 50 were in the Delaware Basin. Transfers of 155,457 MBOE from undeveloped to developed reserves were the result of drilling or participating in 168 gross (155 net) horizontal wells in which the Company has a working interest and 115 gross wells in which the Company also has a royalty interest or mineral interest through Viper. Downward revisions of 82,619 MBOE were primarily the result of negative revisions of 94,880 MBOE due to downgrades related to changes in the corporate development plan, and positive

F-49

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

revisions of 12,261 MBOE attributable to higher commodity prices. Purchases of 8,734 MBOE consisted of 8,367 MBOE primarily from the FireBird Acquisition, and 367 MBOE of Viper royalty purchases.

As of December 31, 2022, all of the Company’s proved undeveloped reserves are planned to be developed within five years from the date they were initially recorded. During 2022, approximately $566 million in capital expenditures went toward the development of proved undeveloped reserves, which includes drilling, completion and other facility costs associated with developing proved undeveloped wells.

Standardized Measure of Discounted Future Net Cash Flows

The standardized measure of discounted future net cash flows is based on the unweighted arithmetic average, first-day-of-the-month price for the rolling 12-month period. The projections should not be viewed as realistic estimates of future cash flows, nor should the “standardized measure” be interpreted as representing current value to the Company. Material revisions to estimates of proved reserves may occur in the future; development and production of the reserves may not occur in the periods assumed; actual prices realized are expected to vary significantly from those used; and actual costs may vary.

The following table sets forth the standardized measure of discounted future net cash flows attributable to the Company’s proved oil and natural gas reserves as of December 31, 2022, 2021 and 2020:

			December 31,
			2022						2021						2020
			(In millions)
Future cash inflows			$	137,051					$	77,085					$	32,173
Future development costs			(6,176)						(4,243)						(3,585)
Future production costs			(25,295)						(19,123)						(10,763)
Future production taxes			(9,927)						(5,572)						(2,354)
Future income tax expenses			(17,563)						(7,237)						(727)
Future net cash flows			78,090						40,910						14,744
10% discount to reflect timing of cash flows			(42,391)						(22,193)						(7,986)
Standardized measure of discounted future net cash flows(1)			$	35,699					$	18,717					$	6,758

(1) Includes $3.5 billion, $2.1 billion, and $1.0 billion, for the years ended December 31, 2022, 2021 and 2020, respectively, attributable to the Company’s consolidated subsidiary, Viper, in which there is a 56% non-controlling interest at December 31, 2022.

The table below presents the unweighted arithmetic average first-day-of–the-month price for oil, natural gas and natural gas liquids utilized in the computation of future cash inflows:

			December 31,
			2022						2021						2020
Oil (per Bbl)			$	95.26					$	64.78					$	38.06
Natural gas (per Mcf)			$	5.59					$	2.61					$	0.09
Natural gas liquids (per Bbl)			$	39.40					$	23.71					$	10.83

F-50

Diamondback Energy, Inc. and Subsidiaries

Notes to Consolidated Financial Statements-(Continued)

Principal changes in the standardized measure of discounted future net cash flows attributable to the Company’s proved reserves are as follows:

			Year Ended December 31,
			2022						2021						2020
			(In millions)
Standardized measure of discounted future net cash flows at the beginning of the period			$	18,717					$	6,758					$	10,184
Sales of oil and natural gas, net of production costs			(8,045)						(5,757)						(2,225)
Acquisitions of reserves			1,473						1,914						30
Divestitures of reserves			(119)						(275)						(4)
Extensions and discoveries, net of future development costs			7,674						6,298						1,514
Previously estimated development costs incurred during the period			823						548						704
Net changes in prices and production costs			17,785						10,748						(5,273)
Changes in estimated future development costs			(317)						(19)						526
Revisions of previous quantity estimates			102						719						(462)
Accretion of discount			2,183						703						1,126
Net change in income taxes			(4,904)						(2,841)						807
Net changes in timing of production and other			327						(79)						(169)
Standardized measure of discounted future net cash flows at the end of the period			$	35,699					$	18,717					$	6,758

F-51