Diversified Energy Files DEF 14A for May 6, 2026 Annual Meeting

Def 14a - Diversified Energy Co (0001922446) (Filer) Filing Summary
FieldDetail
CompanyDef 14a - Diversified Energy Co (0001922446) (Filer)
Filed DateMar 24, 2026
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$0.01, $2 billion, $185 million, $160 million, $1.8 million
Sentimentneutral

Complexity: simple

Sentiment: neutral

Topics: proxy-statement, annual-meeting, corporate-governance

TL;DR

**Diversified Energy just dropped its proxy statement for the May 6th annual meeting, get ready to vote on key company decisions!**

AI Summary

Diversified Energy Co. (CIK: 0001922446) filed a DEF 14A proxy statement on March 24, 2026, for its upcoming annual meeting scheduled for May 6, 2026. This filing, identified by accession number 0001140361-26-010918, outlines proposals for shareholder votes, likely including director elections and executive compensation. For investors, understanding these proposals is crucial as they directly impact the company's governance, strategic direction, and potential future performance, which can affect stock value.

Why It Matters

This filing signals the company's annual meeting where shareholders will vote on important matters, directly influencing the company's leadership and future policies.

Risk Assessment

Risk Level: low — This is a routine proxy filing for an annual meeting, which is standard corporate governance and does not inherently present high risk.

Analyst Insight

Investors should review the full DEF 14A document (edge20061802x1_def14a.htm) to understand the specific proposals, such as director nominations and executive compensation, before the May 6, 2026 annual meeting to make informed voting decisions.

Key Numbers

  • 2026-03-24 — Filing Date (The date the DEF 14A was filed with the SEC.)
  • 2026-05-06 — Period of Report (The date of the upcoming annual meeting for which this proxy statement is issued.)
  • 34 — Documents (The total number of documents included in this SEC filing.)
  • 971233 — Size of DEF 14A document (The size in bytes of the primary DEF 14A iXBRL document.)
  • 178515 — Size of XBRL Instance Document (The size in bytes of the extracted XBRL instance document.)

Key Players & Entities

  • Diversified Energy Co (company) — the filer of the DEF 14A
  • 0001922446 (company) — CIK of Diversified Energy Co
  • 0001140361-26-010918 (dollar_amount) — SEC Accession No. for the filing
  • 2026-03-24 (person) — Filing Date
  • 2026-05-06 (person) — Period of Report (likely the Annual Meeting date)

FAQ

What is the purpose of the DEF 14A filing by Diversified Energy Co?

The DEF 14A is an 'Other definitive proxy statement' filed by Diversified Energy Co. (CIK: 0001922446) on March 24, 2026, to provide shareholders with information needed to vote at an upcoming meeting, likely their annual general meeting scheduled for May 6, 2026.

When is the annual meeting for which this proxy statement was filed?

The 'Period of Report' for this DEF 14A filing is listed as 2026-05-06, indicating that the annual meeting for which this proxy statement was prepared is scheduled for May 6, 2026.

What is the SEC Accession Number for this specific filing?

The SEC Accession No. for this DEF 14A filing by Diversified Energy Co. is 0001140361-26-010918, filed on March 24, 2026.

Where is Diversified Energy Co.'s business address?

Diversified Energy Co.'s business address is 1600 CORPORATE DRIVE, BIRMINGHAM AL 35242, as stated in the filing details.

What is the primary industry classification (SIC) for Diversified Energy Co.?

Diversified Energy Co.'s primary industry classification (SIC) is 1311, which corresponds to 'Crude Petroleum & Natural Gas', with the CF Office noted as '01 Energy & Transportation'.

Filing Stats: 4,477 words · 18 min read · ~15 pages · Grade level 15.8 · Accepted 2026-03-24 17:04:26

Key Financial Figures

  • $0.01 — holders of the common stock, par value $0.01 per share (the "Common Stock"), of Dive
  • $2 billion — Completed strategic acquisitions of ~$2 billion for Canvas Energy Inc. ("Canvas") and M
  • $185 million — rces, LLC ("Maverick"); Returned over $185 million to shareholders via dividends and share
  • $160 million — U.S. GAAP and SEC standards; Realized $160 million from non-core asset sales during the ye
  • $1.8 million — . In 2025, we contributed approximately $1.8 million to organizations, programs, and initiat

Filing Documents

—ELECTION OF DIRECTORS

ITEM 1—ELECTION OF DIRECTORS 17 QUALIFICATIONS AND SKILLS OF DIRECTORS 17 DIRECTOR NOMINEES 18

—RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS

ITEM 2—RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS 21 PRINCIPAL ACCOUNTING FEES AND SERVICES 21 REPORT OF THE AUDIT AND RISK COMMITTEE 23

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 24 DELINQUENT SECTION 16(A) REPORTS 25

—ADVISORY RESOLUTION APPROVING EXECUTIVE COMPENSATION

ITEM 3—ADVISORY RESOLUTION APPROVING EXECUTIVE COMPENSATION 26

—ADVISORY RESOLUTION ON THE FREQUENCY OF FUTURE ADVISORY RESOLUTIONS APPROVING EXECUTIVE COMPENSATION

ITEM 4—ADVISORY RESOLUTION ON THE FREQUENCY OF FUTURE ADVISORY RESOLUTIONS APPROVING EXECUTIVE COMPENSATION 27 EXECUTIVE OFFICERS 28 COMPENSATION DISCUSSION AND ANALYSIS 30 OVERVIEW 30 ELEMENTS OF OUR COMPENSATION PROGRAM 32 OTHER COMPENSATION-RELATED POLICIES AND MATTERS 36 COMPENSATION COMMITTEE REPORT 37

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 38 SUMMARY COMPENSATION TABLE 38 GRANTS OF PLAN-BASED AWARDS TABLE 40 OUTSTANDING EQUITY AWARDS AT DECEMBER 31, 2025 41 OPTION EXERCISES AND STOCK VESTED TABLE 42 POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL 43 CEO PAY RATIO 45 PAY VERSUS PERFORMANCE 46 SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS 49 INFORMATION ABOUT THE ANNUAL MEETING, PROXY VOTING AND OTHER INFORMATION 50 OTHER BUSINESS 52

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS 52 SHAREHOLDER PROPOSALS FOR 2027 ANNUAL MEETING 53 -i- PROXY STATEMENT SUMMARY 2026 ANNUAL MEETING INFORMATION This Proxy Statement is being furnished to the holders of the common stock, par value $0.01 per share (the "Common Stock"), of Diversified Energy Company ("Diversified" or the "Company") in connection with the solicitation of proxies by the Board of Directors of the Company (the "Board of Directors" or the "Board") for use in voting at the 2026 Annual Meeting of Shareholders or any adjournment or postponement thereof (the "Annual Meeting"). This summary highlights certain information from this Proxy Statement. You should read the entire Proxy Statement carefully before voting. Date and Time May 6, 2026 8:00 a.m. EDT Place Via the internet at www.virtualshareholdermeeting.com/DEC2026 Record Date March 13, 2026 This Proxy Statement and the accompanying proxy card are first being made available to shareholders on March 24, 2026. The Company's telephone number is (205) 408-0909. MATTERS TO BE VOTED ON AT THE ANNUAL MEETING Items of Business Board Recommendation Vote Required 1 Election of five directors FOR each nominee Majority of votes cast 2 Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2026 FOR Majority of shares present and entitled to vote 3 Advisory resolution approving executive compensation FOR Majority of shares present and entitled to vote 4 Advisory resolution approving the frequency of future advisory resolutions approving executive compensation One Year Majority of shares present and entitled to vote Diversified Energy Company 1 2026 Proxy Statement HOW TO VOTE IN ADVANCE OF THE ANNUAL VIRTUAL MEETING In addition to voting at the Annual Meeting, shareholders of record can vote by proxy by following the instructions in the Notice of Internet Availability of Proxy Materials (the "Notice"

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