DIAMONDBACK ENERGY, INC. Common Stock ($0.01 par value) ATM EQUITY OFFERINGSM SALES AGREEMENTEquity Offeringsm Sales Agreement • December 12th, 2018 • Diamondback Energy, Inc. • Crude petroleum & natural gas • New York
Certain stockholders named in Schedule A hereto (each, a “Selling Stockholder” and, collectively, the “Selling Stockholders”) of Diamondback Energy, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell from time to time to or through Merrill Lynch, Pierce, Fenner & Smith Incorporated, as sales agent and/or principal (the “Agent”), up to the number of shares (the “Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”), set forth opposite the name of such Selling Stockholder in Schedule A hereto, on the terms set forth in this ATM Equity OfferingSM Sales Agreement. Each of the Selling Stockholders agrees that whenever it determines to sell Shares directly to the Agent as principal it will enter into a separate written Terms Agreement (each, a “Terms Agreement”), in substantially the form of Annex I hereto, relating to such sale in accordance with Section 2(j) hereof. References herein to “this Agreement” o
