Sitio Royalties Corp. Files 8-K on Major Corporate Events

Sitio Royalties Corp. 8-K Filing Summary
FieldDetail
CompanySitio Royalties Corp.
Form Type8-K
Filed DateAug 19, 2025
Risk Levelmedium
Pages11
Reading Time13 min
Key Dollar Amounts$0.0001, $0.000001, $0.01, $600 million
Sentimentneutral

Sentiment: neutral

Topics: material-agreement, acquisition, delisting, corporate-governance

TL;DR

Sitio Royalties Corp. 8-K: Termination of agreement, asset deal complete, potential listing changes, executive comp updates.

AI Summary

On August 19, 2025, Sitio Royalties Corp. filed an 8-K detailing several significant events. These include the termination of a material definitive agreement, the completion of an acquisition or disposition of assets, and potential implications for its listing status. The company also reported changes in control and modifications to security holder rights, alongside updates on executive compensation and amendments to its governing documents.

Why It Matters

This 8-K filing indicates substantial changes in Sitio Royalties Corp.'s corporate structure and agreements, which could impact its operational strategy, financial standing, and shareholder value.

Risk Assessment

Risk Level: medium — The filing mentions potential delisting and changes in control, which introduce uncertainty and potential risk for investors.

Key Numbers

  • 20250819 — Report Date (Date of the 8-K filing and report period.)
  • 1231 — Fiscal Year End (Indicates the company's fiscal year concludes on December 31st.)

Key Players & Entities

  • Sitio Royalties Corp. (company) — Registrant
  • Snapper Merger Sub I, Inc. (company) — Former Company Name
  • 0001949543 (company) — Central Index Key
  • DE (company) — State of Incorporation
  • 1231 (company) — Fiscal Year End
  • 1401 LAWRENCE STREET SUITE 1750 DENVER CO 80202 (company) — Business Address
  • (720) 640-7620 (company) — Business Phone

FAQ

What specific material definitive agreement was terminated?

The filing does not specify the name of the material definitive agreement that was terminated.

What assets were involved in the completed acquisition or disposition?

The filing does not provide details on the specific assets acquired or disposed of.

What are the reasons for the potential notice of delisting or failure to meet listing standards?

The filing does not specify the exact reasons for the potential delisting notice.

What modifications were made to the rights of security holders?

The filing does not detail the specific modifications to the rights of security holders.

What are the details of the compensatory arrangements for certain officers?

The filing mentions compensatory arrangements but does not provide specific details within this summary.

Filing Stats: 3,263 words · 13 min read · ~11 pages · Grade level 12.7 · Accepted 2025-08-19 07:23:10

Key Financial Figures

  • $0.0001 — stered Class A common stock, par value $0.0001 per share STR New York Stock Exchan
  • $0.000001 — ares of Class A common stock, par value $0.000001 per share, of New Viper (the "New Viper
  • $0.01 — to one share of common stock, par value $0.01 per share, of the surviving corporation
  • $600 million — itio Opco, the "Issuers"), redeemed all $600 million aggregate principal amount outstanding

Filing Documents

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 Sitio Royalties Corp., Sitio Royalties Operating Partnership, LP, Viper Energy, Inc. (formerly New Cobra Pubco, Inc.), Viper Energy Partners LLC, VNOM Sub, Inc. (formerly Viper Energy, Inc.), Cobra Merger Sub, Inc. and Scorpion Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, File No. 001-41585, filed with the SEC on June 3, 2025). 3.1* Second Amended and Restated Certificate of Incorporation of Sitio Royalties Corp., dated as of August 19, 2025. 3.2* Second Amended and Restated Bylaws of Sitio Royalties Corp., dated as of August 19, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Filed herewith. Schedules and similar attachments have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish a supplemental copy of any omitted schedule or attachment to the SEC upon request. 5

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. SITIO ROYALTIES CORP. By: /s/ Matt Zmigrosky Name: Matt Zmigrosky Title: Executive Vice President and General Counsel Dated: August 19, 2025 6

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