Diversified Energy Company

12/04/2025 | Press release | Distributed by Public on 12/04/2025 16:29

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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 *
SULLIVAN BENJAMIN
2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2025
3. Issuer Name and Ticker or Trading Symbol
Diversified Energy Co [DEC]
(Last) (First) (Middle)
C/O DIVERSIFIED ENERGY COMPANY, 1600 CORPORATE DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sr EVP, Chief Legal Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
BIRMINGHAM, AL 35242
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common stock, par value $0.01 per share 63,319 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) (1) Common stock 29,751 $0(2) D
Restricted Stock Units (3) (3) Common stock 85,550 $0(2) D
Restricted Stock Units (4) (4) Common stock 65,818 $0(2) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SULLIVAN BENJAMIN
C/O DIVERSIFIED ENERGY COMPANY
1600 CORPORATE DRIVE
BIRMINGHAM, AL 35242
Sr EVP, Chief Legal Officer

Signatures

/s/ Benjamin Sullivan 12/04/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) On March 21, 2023, the Reporting Person was granted 20,834 restricted stock units vesting on March 31, 2026. Dividend equivalent rights accrue with respect to these restricted stock units when and as dividends are paid on the Issuer's common stock. The number of derivative securities in column 3 includes 8,917 dividend equivalent units.
(2) Restricted stock units convert into shares of common stock on a one-for-one basis.
(3) On March 25, 2024, the Reporting Person was granted 70,565 restricted stock units vesting on March 31, 2027. Dividend equivalent rights accrue with respect to these restricted stock units when and as dividends are paid on the Issuer's common stock. The number of derivative securities in column 3 includes 14,985 dividend equivalent units.
(4) On April 10, 2025, the Reporting Person was granted 61,991 restricted stock units vesting on March 31, 2028, subject to the Reporting Person's continued employment. Dividend equivalent rights accrue with respect to these restricted stock units when and as dividends are paid on the Issuer's common stock. The number of derivative securities in column 3 includes 3,827 dividend equivalent units.

Remarks:
Exhibit 24 - Power of Attorney
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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