Diamondback Energy Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect 13 directors to serve until the 2027 Annual Meeting.

2. 2

   Approve, on an Advisory Basis, the Company’s Executive Compensation

   ManagementBoard: FOR

   Non-binding advisory (say-on-pay) vote to approve the compensation of the named executive officers as disclosed in the proxy statement.

   More detail

   This non-binding advisory proposal asks stockholders to approve the Company’s executive compensation disclosure, including the Compensation Discussion and Analysis and compensation tables. Management seeks approval to validate its pay-for-performance approach that emphasizes a majority of at-risk compensation, blending time-based and performance-based equity awards tied to TSR and short-term cash incentives tied to operational, financial, and environmental metrics. The board recommends in favor, citing governance practices such as clawback policies, stock ownership guidelines, no hedging or pledging, double-trigger change-in-control protections for equity awards and robust stockholder engagement which produced high prior say-on-pay support. A FOR vote supports management’s compensation philosophy and preserves alignment with prior stockholder feedback; a vote AGAINST signals dissatisfaction that could prompt further engagement or future program changes. The proposal is advisory only and will not change compensation directly but the board and compensation committee will consider the vote results when making future compensation decisions.

3. 3

   Approve, on an Advisory Basis, the Frequency of Advisory Stockholder Vote on the Company’s Executive Compensation

   ManagementBoard: FOR

   Non-binding advisory vote to select how often the say-on-pay vote should be held (every year, every two years, or every three years).

   More detail

   This advisory proposal asks stockholders to indicate their preferred frequency for future advisory votes on executive compensation: every year, every two years, or every three years. Management recommends 'every year' to provide consistent, regular feedback and align compensation responsiveness with stockholder views. While non-binding, the board will consider the plurality result in determining future frequency. The issue affects how often shareholders can express views on pay; an annual vote increases oversight and responsiveness but may also impose administrative burdens; multi-year votes reduce administrative frequency but reduce responsiveness. The board recommends annual voting to enable ongoing engagement and quicker responsiveness to stockholder input.

4. 4

   Ratify the Appointment of Our Independent Auditor

   ManagementBoard: FOR

   Ratify Grant Thornton LLP as the company's independent auditor for fiscal year 2026.

Upcoming shareholder meetings at Diamondback Energy Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Diamondback Energy Inc 2026 annual meeting?

Diamondback Energy Inc (FANG) holds its 2026 annual shareholder meeting on Wednesday, May 20, 2026.

What is the record date for the Diamondback Energy Inc 2026 meeting?

The record date for the Diamondback Energy Inc 2026 meeting is Monday, March 30, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Diamondback Energy Inc's 2026 meeting?

The board is presenting 13 director nominees at the Diamondback Energy Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Diamondback Energy Inc 2026 meeting?

Shareholders will vote on 4 proposals at the Diamondback Energy Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.