DIAMONDBACK ENERGY, INC. (NASDAQ:FANG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 12, 2017, the Board of Directors (the “Board”) of Diamondback Energy, Inc. (the “Company”) approved certain changes to the cash and equity compensation of its non-employee directors as described in more detail below. Consistent with the Company’s prior practice, members of the Board who are also officers or employees of the Company do not receive compensation for their services as directors.

Cash Compensation

Effective as of July 1, 2017 (the “Effective Date”), the Board eliminated the fees payable to non-employee directors for each meeting of the Board or its committees attended in person or telephonically. The Board also increased the annual cash retainer for the Chairman of the Board from $47,500 to $200,000 and for the other non-employee directors from $47,500 to $65,000. Further, the Board adjusted the annual retainers for the chairperson of each of the Board’s committees, increasing the annual retainer for the Chairman of the Audit Committee from $15,000 to $20,000 and for the chairperson of all other committees from $10,000 to $15,000, leaving unchanged the annual retainer of $10,000 payable to non-chair members of the Audit Committee and the annual retainer of $5,000 payable to each non-chair member of the Board’s other committees. Consistent with the Company’s prior practice, cash compensation is payable to the Company’s non-employee directors in quarterly installments.

Equity Compensation

The Board also increased the annual equity compensation of the Company’s non-employee directors granted to them under the Company’s equity incentive plan. The value of such annual equity compensation, granted to non-employee directors in restricted stock units, was increased from $120,000 to $180,000, based on the average closing price per share of the Company’s common stock on The NASDAQ Global Select Market for the five trading days immediately preceding the date of grant. The annual grant of restricted stock will be made to non-employee directors at the close of business on the date of each annual meeting of the Company’s stockholders, except that the 2017 equity grant was made on July 12, 2017, based on the average closing price per share of the Company’s common stock for the five trading days immediately preceding the Effective Date. The Board also adjusted the vesting schedule for the annual equity grant from a three-year vesting schedule to a one-year vesting schedule for equity awards granted after the Effective Date. As a result, the entire annual equity award granted to non-employee directors will vest on the earlier of the first anniversary of the date of grant and the next annual meeting of the Company’s stockholders following the date of grant.

About DIAMONDBACK ENERGY, INC. (NASDAQ:FANG)

Diamondback Energy, Inc. is an independent oil and natural gas company. The Company is focused on the acquisition, development, exploration and exploitation of unconventional onshore oil and natural gas reserves in the Permian Basin in West Texas. Its total net acreage position in the Permian Basin is approximately 84,680 net acres. The Company, through its subsidiary Viper Energy Partners LP (Viper), owns mineral interests underlying approximately 46,560 gross (17,060 net) acres primarily in Midland County, Texas in the Permian Basin. Approximately 60% of these net acres are operated by the Company. It has drilled or participated in the drilling 490 gross wells on its leasehold acreage in Permian Basin area, primarily targeting the Wolfberry play. The Permian Basin area covers a portion of western Texas and eastern New Mexico. Its activities are focused on the Clearfork, Spraberry, Wolfcamp, Cline, Strawn and Atoka formations, which it collectively refers as the Wolfberry play.