UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 21, 2021

RATTLER MIDSTREAM LP

(Exact Name of Registrant as Specified in Charter)

(432) 221-7400

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☒

Explanatory Note

On December 22, 2021, Rattler Midstream LP (“Rattler”) completed certain actions with respect to an internal reorganization (the “Reorganization”), including the contribution (the “Contribution”) of 100% of the limited liability company interests Rattler held in Rattler Midstream Operating LLC (“Rattler OpCo”) to Rattler Holdings LLC, a newly-formed, wholly-owned subsidiary of Rattler (“Rattler HoldCo”). As a result of the Contribution, Rattler HoldCo was admitted as a member of Rattler OpCo, and replaced Rattler as the managing member of Rattler OpCo.

On December 22, 2021, Rattler OpCo amended and restated its Second Amended and Restated Limited Liability Company Agreement (as amended and restated, the “Third Restated LLC Agreement”) to, among other things, reflect the admission of Rattler HoldCo as a member of Rattler OpCo following the Contribution and the substitution of Rattler HoldCo as the managing member of Rattler OpCo.

The foregoing description of the Third Restated LLC Agreement is not complete and is qualified in its entirety by reference to the full text of the Third Restated LLC Agreement, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated in this Item 5.03 by reference.

Third Amendment to Credit Agreement    

On December 21, 2021, Rattler, as parent, entered into a third amendment (the “Third Amendment”) to the Credit Agreement, dated as of May 28, 2019, with Rattler OpCo, as borrower, Wells Fargo Bank, National Association, as administrative agent, and the lenders from time to time party thereto (the “Credit Agreement”) to, among other things, (i) permit the Reorganization, including, without limitation, the formation of Rattler HoldCo and the Contribution and (ii) provide for the addition of Rattler HoldCo as a Guarantor and Restricted Subsidiary (as such terms are defined in the Credit Agreement).

The foregoing description of the Third Amendment is not complete and is qualified in its entirety by reference to the full text of the Third Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated in this Item 8.01 by reference.

Amended and Restated Services and Secondment Agreement

On December 22, 2021, the Services and Secondment Agreement among Rattler, Rattler OpCo, Rattler Midstream GP LLC, Diamondback Energy, Inc. and Diamondback E&P LLC, dated effective as of May 28, 2019, was amended and restated (as amended and restated, the “Restated Services and Secondment Agreement”) to add Rattler HoldCo as a party to the Services and Secondment Agreement to support Rattler HoldCo’s role as the managing member of Rattler OpCo.

The foregoing description of the Restated Services and Secondment Agreement is not complete and is qualified in its entirety by reference to the full text of the Restated Services and Secondment Agreement, which is filed as Exhibit 10.2 to this Current Report on Form 8-K and incorporated in this Item 8.01 by reference.

SIGNATURE

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.