VNOM Sub, Inc. Reports Multiple Material Events
| Field | Detail |
|---|---|
| Company | Vnom Sub, Inc. |
| Form Type | 8-K |
| Filed Date | Aug 19, 2025 |
| Risk Level | high |
| Pages | 8 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.000001, $0.0001 |
| Sentiment | mixed |
Sentiment: mixed
Topics: material-event, delisting-notice, corporate-action
TL;DR
VNOM Sub, Inc. (formerly Viper Energy) filed an 8-K detailing asset deals, agreement terminations, and potential delisting notice.
AI Summary
VNOM Sub, Inc. (formerly Viper Energy, Inc.) filed an 8-K on August 19, 2025, reporting several material events. These include the termination of a material definitive agreement, completion of an acquisition or disposition of assets, notice of potential delisting or failure to meet listing standards, material modifications to security holder rights, and changes related to officers and compensatory arrangements. The company also amended its articles of incorporation or bylaws and changed its fiscal year end to December 31st.
Why It Matters
This 8-K filing indicates significant corporate actions and potential changes in listing status for VNOM Sub, Inc., which could impact its stock performance and investor confidence.
Risk Assessment
Risk Level: high — The filing mentions a notice of delisting or failure to satisfy a continued listing rule, which is a significant risk for investors.
Key Players & Entities
- VNOM Sub, Inc. (company) — Filer
- Viper Energy, Inc. (company) — Former Company Name
- Viper Energy Partners LP (company) — Former Company Name
- 0001193125-25-183040 (accession_number) — Filing Accession Number
- 20250819 (date) — Filing Date
- 20250818 (date) — Period of Report Date
FAQ
What specific material definitive agreement was terminated by VNOM Sub, Inc.?
The filing indicates the termination of a material definitive agreement, but the specific details of this agreement are not provided in the summary.
What was the nature of the acquisition or disposition of assets completed by VNOM Sub, Inc.?
The filing states that an acquisition or disposition of assets was completed, but the specifics of the transaction are not detailed in the provided text.
What are the reasons for the notice of delisting or failure to satisfy a continued listing rule for VNOM Sub, Inc.?
The filing mentions a notice of delisting or failure to satisfy a continued listing rule, but the specific reasons for this notice are not elaborated upon in the provided text.
What material modifications were made to the rights of security holders at VNOM Sub, Inc.?
The filing reports material modifications to the rights of security holders, but the exact nature of these modifications is not specified in the provided text.
When did VNOM Sub, Inc. change its fiscal year end?
The filing indicates a change in fiscal year end, which is now December 31st, as reported on August 19, 2025.
Filing Stats: 2,473 words · 10 min read · ~8 pages · Grade level 11.8 · Accepted 2025-08-19 07:18:35
Key Financial Figures
- $0.000001 — stered Class A common stock, par value $0.000001 per share VNOM The Nasdaq Stock Mar
- $0.0001 — Sitio's Class A common stock, par value $0.0001 per share ("Sitio Class A Common Stock"
Filing Documents
- d65540d8k.htm (8-K) — 54KB
- d65540dex31.htm (EX-3.1) — 8KB
- d65540dex32.htm (EX-3.2) — 70KB
- d65540dex101.htm (EX-10.1) — 11KB
- 0001193125-25-183040.txt ( ) — 289KB
- vnom-20250818.xsd (EX-101.SCH) — 3KB
- vnom-20250818_lab.xml (EX-101.LAB) — 19KB
- vnom-20250818_pre.xml (EX-101.PRE) — 12KB
- d65540d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 2.1* Agreement and Plan of Merger, dated as of June 2, 2025, by and among Former Viper, Viper Opco, Sitio, Sitio Opco, New Viper, Viper Merger Sub and Sitio Merger Sub (incorporated by reference to Exhibit 2.1 of Former Viper's Current Report on Form 8-K dated June 4, 2025). 3.1 Amended and Restated Certificate of Incorporation of Former Viper. 3.2 Second Amended and Restated Bylaws of Former Viper. 10.1 Form of Assignment and Assumption Agreement. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant will furnish copies of any such schedules or exhibits to the U.S. Securities and Exchange Commission upon request. -4-
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VNOM Sub, Inc. (formerly Viper Energy, Inc.) By: /s/ Matt Zmigrosky Name: Matt Zmigrosky Title: Executive Vice President, General Counsel and Secretary Dated: August 19, 2025 -5-