DIAMONDBACK ENERGY, INC. (NASDAQ:FANG) Files An 8-K Material Modification to Rights of Security Holders
Item 3.03. Material Modification to Rights of Security Holders.
the approval by the stockholders of Diamondback Energy, Inc. (the
Company) of an amendment to the Companys amended and restated
certificate of incorporation to increase the total number of
authorized shares of common stock, (ii) the effect of such
increase, and (iii) the Companys filing of the certificate of
amendment to its amended and restated certificate of
incorporation, attached to this Current Report on Form 8-K as
Exhibit 3.1, in Delaware is incorporated herein by reference.
amendment to the Companys amended and restated certificate of
incorporation is incorporated herein by reference.
on December 7, 2016 (the Special Meeting) at which the Companys
stockholders voted on and approved a proposal (the Proposal) to
amend the Companys amended and restated certificate of
incorporation to increase the total number of authorized shares
of common stock from 100,000,000 shares to 200,000,000 shares.
Prior to the Special Meeting, the Company delivered a definitive
proxy statement to its stockholders describing the Special
Meeting, the Proposal and related information (the Proxy
Statement), which was filed with the Securities and Exchange
Commission on November 15, 2016.
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For
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Against
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Abstain
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Non-Votes
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|||
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58,965,958
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14,690,953
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8,628
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November 11, 2016, the Company had 78,066,147 shares of common
stock outstanding, excluding 564,915 shares of common stock
reserved for issuance to outstanding restricted stock units and
15,750 shares of common stock reserved for issuance to options,
all of which were granted under the Companys 2016 Amended and
Restated Equity Incentive Plan, and no shares of preferred stock
outstanding.
the Companys stockholders at the Special Meeting, the Company
filed a certificate of amendment to its amended and restated
certificate of incorporation with the Secretary of State of
Delaware to effect the increase in the number of authorized
shares of the Companys common stock from 100,000,000 shares to
200,000,000 shares. The number of authorized shares of the
Companys preferred stock was not affected by this amendment and
remained unchanged at 10,000,000 shares. A copy of the
certificate of amendment is filed as Exhibit 3.1 to this Current
Report on Form 8-K and is incorporated herein by reference.
Certain possible effects of such increase in the total number of
authorized shares of common stock are described in the Proxy
Statement, which description is incorporated herein by reference.
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Exhibit Number
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Description
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3.1
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Certificate of Amendment No. 1 of the Amended and
Restated Certificate of Incorporation of the Company |
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. DIAMONDBACK ENERGY, INC. (NASDAQ:FANG) Recent Trading Information
DIAMONDBACK ENERGY, INC. (NASDAQ:FANG) closed its last trading session down -1.05 at 104.99 with 1,831,512 shares trading hands.