Dick Teresa L. 4
4 · Diamondback Energy, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
Diamondback (FANG) CAO Teresa Dick Receives RSU Awards
What Happened
Teresa L. Dick, CAO, Executive Vice President and Assistant Secretary of Diamondback Energy (FANG), received 23,682 restricted stock units (RSUs) on March 1, 2026 (two awards: 5,250 and 18,432 RSUs). To satisfy tax-withholding obligations tied to vesting/settlement, 10,424 shares were withheld (reported as disposals) at an indicated price of $174.08 per share, representing a cash value of $1,814,610. These were awards/settlements of performance- and time-based RSUs rather than open-market sales.
Key Details
- Transaction date: March 1, 2026 (report filed March 3, 2026).
- Awards received (code A): 5,250 RSUs and 18,432 RSUs (total 23,682 RSUs) at $0.00 (award grant/settlement).
- Shares withheld (code F, reported as disposals to cover tax liabilities): 8,153; 679; 820; 772 — total 10,424 shares withheld. Values reported: $1,419,274; $118,200; $142,746; $134,390 (total $1,814,610) based on $174.08 per share.
- Footnotes: performance-based RSUs (Jan 1, 2023–Dec 31, 2025) vested after committee certification and settled March 1, 2026; multiple time-based RSU tranches vested/settled March 1, 2026. Withheld-share amounts were determined using the closing price on Feb 27, 2026.
- Ownership update: the filer corrected a prior de minimis overstatement of her beneficial ownership (footnote indicates the filing updates the reported share total).
- These transactions represent award settlement and tax withholding (not an open-market sale); no late-filing indication is shown.
Context
Restricted stock unit settlements and issuer share-withholding for taxes are routine forms of executive compensation administration. Performance RSUs here vested following certification of results for the 2023–2025 performance period; shares were withheld in a cashless manner to satisfy taxes. For retail investors, these transactions mainly reflect compensation mechanics rather than a deliberate buy/sell signal by the insider.
Insider Transaction Report
Form 4
Dick Teresa L.
CAO, Exec. VP, Assist. Sec.
Transactions
- Award
Common Stock
[F1][F2]2026-03-01+5,250→ 110,247 total - Award
Common Stock
[F3]2026-03-01+18,432→ 128,679 total - Tax Payment
Common Stock
[F4]2026-03-01$174.08/sh−8,153$1,419,274→ 120,526 total - Tax Payment
Common Stock
[F5]2026-03-01$174.08/sh−679$118,200→ 119,847 total - Tax Payment
Common Stock
[F6]2026-03-01$174.08/sh−820$142,746→ 119,027 total - Tax Payment
Common Stock
[F7]2026-03-01$174.08/sh−772$134,390→ 118,255 total
Footnotes (7)
- [F1]These securities are restricted stock units, each representing a contingent right to receive one share of common stock, par value $0.01 per share, of the issuer. These restricted stock units were granted under the issuer's equity incentive plan and will vest in three equal installments beginning on March 1, 2026.
- [F2]The Reporting Person's previous Forms 4 incorrectly overstated the number of shares owned by a de minimis amount. The number of shares beneficially owned by the Reporting Person following the transactions reported herein has been updated accordingly.
- [F3]These securities are performance-based restricted stock units for the performance period from January 1, 2023 to December 31, 2025 that were granted under the issuer's equity incentive plan on March 1, 2023. All of these performance-based restricted stock units vested as of December 31, 2025 following the certification by the issuer's compensation committee of the applicable performance conditions for such performance-based restricted stock unit awards settling on March 1, 2026.
- [F4]The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement of the performance-based restricted stock units granted on March 1, 2023 and vested as of December 31, 2025 following the certification by the issuer's compensation committee of the applicable performance conditions for such performance-based restricted stock unit awards settling on March 1, 2026. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 27, 2026.
- [F5]The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the third tranche of the time-based restricted stock units granted to the reporting person on March 1, 2024. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 27, 2026.
- [F6]The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the second tranche of the time-based restricted stock units granted to the reporting person on March 1, 2025. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 27, 2026.
- [F7]The issuer withheld shares of common stock that would have otherwise been issuable to the reporting person to satisfy the issuer's tax withholding obligations in connection with the vesting and settlement on March 1, 2026 of the first tranche of the time-based restricted stock units granted to the reporting person on March 1, 2026. The number of shares of common stock withheld was determined based on the closing price per share of the issuer's common stock on February 27, 2026.
Signature
/s/ Matt Zmigrosky, as attorney-in-fact for Teresa L. Dick|2026-03-03