8-KShareholder Matters

Diamondback Energy, Inc. 8-K Report, Shareholder Vote Results (Nov 30, 2018)

Filed November 30, 2018For Securities:FANG

Summary

Diamondback Energy, Inc. (FANG) filed an 8-K on November 30, 2018, to report the final voting results from its Special Meeting of stockholders held on November 27, 2018. The primary purpose of this meeting was for stockholders to vote on the issuance of FANG's common stock in connection with the previously announced merger with Energen Corporation. The filing confirms that the proposal to approve the share issuance for the Energen merger was overwhelmingly approved by the Company's stockholders. This vote is a significant milestone in the completion of the Energen acquisition, which is expected to be transformative for Diamondback Energy. The strong shareholder support signals confidence in the strategic direction of the merger and its potential to enhance shareholder value. Investors should note that this 8-K primarily serves as a procedural update on the shareholder vote, with detailed terms and implications of the merger being previously disclosed in the joint proxy statement/prospectus.

Key Highlights

  • 1Diamondback Energy's stockholders overwhelmingly approved the issuance of common stock for the merger with Energen Corporation.
  • 2The Special Meeting of stockholders took place on November 27, 2018, with the results officially filed on November 29, 2018.
  • 3A quorum was met with 89,291,725 shares of common stock represented, out of 98,673,931 outstanding shares as of the record date.
  • 4The proposal to approve the share issuance for the Energen merger received significant support, with 89,180,492 votes in favor.
  • 5This approval is a critical step towards the closing of the Energen acquisition.
  • 6The filing details the voting breakdown: For, Against, Abstain, and Non-Votes.
  • 7Teresa L. Dick, EVP and CFO, certified the filing.

Frequently Asked Questions

The main purpose of the Special Meeting was for Diamondback Energy's stockholders to vote on and approve the issuance of the Company's common stock in connection with the proposed merger with Energen Corporation.

Yes, the stockholders overwhelmingly approved the proposal to issue shares of common stock for the merger with Energen Corporation, with a substantial majority voting in favor.

This shareholder approval is a key condition for the completion of the Energen acquisition. It indicates strong investor confidence in the strategic rationale and expected benefits of the merger, paving the way for the transaction to move forward.

More detailed information about the Special Meeting, the proposal, the merger terms, and the related share issuance was provided to stockholders in the joint proxy statement/prospectus, which was filed with the SEC on October 25, 2018.