Diamondback Energy, Inc.

Diamondback Energy, Inc.

Offer to Purchase for Cash
Any and All of Diamondback Energy, Inc.’s Senior Notes Described in the Table Below

Title of Security	CUSIP / ISIN⁽¹⁾	Aggregate Principal Amount Outstanding	Reference U.S. Treasury Security⁽²⁾
4.400% Senior Notes due 2051	CUSIP: 25278X AQ2 ISIN: US25278XAQ25	$386.412.000	4.625% UST due November 15, 2055
4.250% Senior Notes due 2052	CUSIP: 25278X AT6 ISIN:25278XAT63	$605,258,000	4.625% UST due November 15, 2055

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⁽¹⁾ No representation is made as to the correctness or accuracy of the CUSIP numbers listed in this Offer to Purchase (as defined herein) or printed on the Notes (as defined herein). Such information is provided solely for the convenience of the Holders (as defined herein) of the Notes.

⁽²⁾ The consideration (the “Consideration”) payable per $1,000 principal amount of Notes validly tendered and accepted for purchase will be determined in the manner described in this Offer to Purchase by reference to the applicable fixed spread specified in the table above (the “Fixed Spread”), plus the yield to maturity of the U.S. Treasury Reference Security (the “Reference Yield”) based on the bid-side price of the applicable U.S. Treasury Reference Security specified above on the applicable Reference Page specified above (the “Reference Page”) at 2:00 p.m., New York City time, on April 10, 2026 (such date and time, as it may be extended, the “Price Determination Date”). The sum of the Fixed Spread and the Reference Yield is referred to as the “Repurchase Yield”. The calculation of the Consideration may be performed to either the maturity date or the par call date for the Notes, as applicable, in accordance with standard market practice. The Consideration does not include Accrued Interest (as defined herein), which will be paid on Notes accepted for purchase by us as described herein.

The Offers (as defined herein) will expire at 5:00 p.m., New York City time, on April 10, 2026, unless extended or terminated (such time and date, as the same may be extended or terminated by us in our sole discretion subject to applicable law, the “Expiration Date”). Holders (as defined herein) of Notes must validly tender (or deliver a properly completed and duly executed Notice of Guaranteed Delivery (as defined herein)) and not validly withdraw their Notes at or prior to the Expiration Date in order to be eligible to receive the Consideration (as defined herein). Tendered Notes may be withdrawn at or prior to 5:00 p.m., New York City time, on April 10, 2026 (such time and date, as the same may be extended by us in our sole discretion, the “Withdrawal Deadline”), but may not thereafter be validly withdrawn, unless otherwise required by applicable law. The Offers are being made upon the terms and subject to the conditions set forth in this offer to purchase (as it may be amended or supplemented from time to time, the “Offer to Purchase”) relating to the Notes and the accompanying notice of guaranteed delivery (as it may be amended or supplemented from time to time, the “Notice of Guaranteed Delivery”).

To view copie(s) of the Offer To Purchase document(s) please click on the link(s) below

Offer to Purchase

Any questions or requests for assistance or for additional copies of this Offer to Purchase, the Notice of Guaranteed Delivery or related documents may be directed to the Tender and Information Agent at its telephone numbers or email address set forth below. A Holder may also contact the Dealer Managers at their respective telephone numbers or email addresses set forth below or such Holder’s broker, dealer, commercial bank, trust company or other nominee or intermediary for assistance concerning the Offers. Beneficial owners should contact their broker, dealer, commercial bank, trust company or other nominee or intermediary for assistance concerning the Offers.

The Tender and Information Agent for the Offers is:

D.F. KING & CO., INC.

28 Liberty Street, Floor 53,
New York, NY 10005
Banks and Brokers call: (646) 677-2522
Toll free (888) 541-9895
Email: diamondback@dfking.com

If a Holder has questions about the Offers or the procedures for tendering Notes, the Holder should contact the Tender and Information Agent or the Dealer Managers at their respective telephone numbers.

The Dealer Managers for the Offers are:

TD Securities (USA) LLC

1 Vanderbilt Avenue, 11th Floor
New York, NY 10017
Attn: Liability Management Group
Toll-Free: (866) 584-2096
Collect: (212) 827-2842
Email: LM@tdsecurities.com
BofA Securities, Inc.

620 South Tryon Street, 20th Floor
Charlotte, North Carolina 28255
U.S. Toll Free: (888) 292-0070
Collect: (980) 388-0539
Attn: Debt Advisoryp

Citigroup Global Markets Inc.

388 Greenwich Street
New York, NY 10013
Toll Free: +1 (800) 558-3745
Collect: +1 (212) 723-6106
Attn: Liability Management Group

Wells Fargo Securities

550 South Tryon Street, 5th Floor
Charlotte, North Carolina 28202
U.S. Toll Free: (866) 309-6316
Collect: (704) 410-4235
Email: LiabilityManagement@wellsfargo.com
Attn: Liability Management Group