Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HOLDER RANDALL J
   2. Issuer Name and Ticker or Trading Symbol
Diamondback Energy, Inc. [FANG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, General Counsel, Secretary
(Last)
(First)
(Middle)
500 WEST TEXAS, SUITE 1200		 3. Date of Earliest Transaction (Month/Day/Year)
11/18/2014
(Street)

MIDLAND, TX 79701		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/18/2014   M   4,286 A (3) 13,131 (2) D  
Common Stock 11/18/2014   S(1)   1,643 D $ 63.6919 (4) 11,488 D  
Common Stock 11/18/2014   S(1)   500 D $ 64.7346 (5) 10,988 D  
Common Stock 11/20/2014   S   2,143 D $ 66.5467 (6) 8,845 D  
Common Stock 11/20/2014   M   12,500 A $ 17.5 21,345 D  
Common Stock 11/20/2014   S   12,500 D $ 66.3464 (7) 8,845 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (3) 11/18/2014   M     4,286 (8)   (8)   (8) Common Stock 4,286 $ 0 0 (9) D  
Stock Option (right to buy) $ 17.5 11/20/2014   M     12,500 (10)   (10) 11/18/2016(10) Common Stock 12,500 (10) $ 0 12,500 (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HOLDER RANDALL J
500 WEST TEXAS, SUITE 1200
MIDLAND, TX 79701		       VP, General Counsel, Secretary  

Signatures

 /s/ Randall J. Holder   11/20/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 20, 2014.
(2) This number includes 8,845 restricted stock units that have not yet vested and settled, which were previously reported on Table II. Of these 8,845 restricted stock units, 4,285 will vest on November 18, 2015, and 4,560 restricted stock units will vest in two equal annual installments beginning on January 2, 2015.
(3) Restricted stock units convert into common stock on a one-for-one basis.
(4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.170 to $64.015, inclusive. The reporting person undertakes to provide to Diamondback Energy, Inc., any security holder of Diamondback Energy, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 4 through 7 of this Form 4.
(5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.290 to $64.990, inclusive.
(6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.31 to $67.00, inclusive
(7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.180 to $67.010, inclusive.
(8) On October 11, 2012, the reporting person was granted 17,143 restricted stock units, of which 8,572 restricted stock units have previously vested and settled and 4,286 restricted stock units vested on November 18, 2014. The remaining 4,285 restricted stock units will vest on November 18, 2015.
(9) The reporting person has 8,845 restricted stock units that have not yet vested and settled. These restricted stock units have been moved to Table I and are not reported on Table II.
(10) All options exercised vested on November 18, 2014. The remaining options to purchase 12,500 shares of common stock will vest on November 18, 2015.

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