Sec Form 4 Filing - Source Energy Permian II, LLC @ Sitio Royalties Corp. - 2025-08-19

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
Source Energy Permian II, LLC
2. Issuer Name and Ticker or Trading Symbol
Sitio Royalties Corp. [ STR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O OAKTREE CAPITAL MANAGEMENT, L.P., 333 SOUTH GRAND AVENUE, 28TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
08/19/2025
(Street)
LOS ANGELES, CA90071
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class A Common Stock 08/19/2025 S 10,431 D 0 I See footnote ( 2 )
Class C Common Stock 08/19/2025 S 15,443,610 ( 3 ) D 0 I See footnote ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Sitio Royalties Operating Partnership, LP Units ( 3 ) 08/19/2025 S 15,443,610 ( 3 ) ( 3 ) Class A Common Stock 15,443,610 ( 3 ) 0 I See footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Source Energy Permian II, LLC
C/O OAKTREE CAPITAL MANAGEMENT, L.P.
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
Sierra Energy Royalties, LLC
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
Source Energy Partners, LLC
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
OCM FIE, LLC
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
OAKTREE CAPITAL MANAGEMENT LP
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
Oaktree Capital Holdings, LLC
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
Oaktree Capital Group Holdings GP, LLC
333 SOUTH GRAND AVENUE, 28TH FLOOR
LOS ANGELES, CA90071
X
Signatures
/s/ See Signatures Included in Exhibit 99.1 08/21/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with merger of the Issuer with Viper Energy, Inc., the reporting person disposed of all issuer equity securities in exchange for the merger consideration pursuant to the Agreement and Plan of Merger dated as of June 2, 2025, by and among the parties thereto.
( 2 )The reported securities were directly held by (i) Source Energy Permian II, LLC ("Source"), as the direct holder of securities, (ii) Sierra Energy Royalties, LLC ("Sierra") (iii) Source Energy Partners, LLC ("Source Energy") (iv) OCM FIE, LLC ("FIE"). Oaktree Capital Management L.P., Oaktree Capital Holdings, LLC and Oaktree Capital Group Holdings GP LLP are the indirect managers of Source, Sierra, Source Energy, and FIE, but each of the foregoing disclaim beneficial ownership of the reported securities except to the extent of any pecuniary interest therein.
( 3 )Each Sitio Royalties Operating Partnership, LP Unit, together with a share of Class C Common Stock, is exchangeable, for no additional consideration, into one share of Class A Common Stock.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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