SM ENERGY CLOSES MERGER WITH CIVITAS RESOURCES

Rhea-AI Summary

SM Energy (NYSE: SM) closed its all-stock merger with Civitas Resources on January 30, 2026, creating a top-10 U.S. independent oil-focused producer with an expanded Permian footprint.

The company named Beth McDonald CEO, raised the Board to 11 members, and set annual synergy targets of $200–$300 million plus a divestiture target of at least $1.0 billion over the next year. Fourth-quarter and full-year 2025 results will be released February 25, 2026, with a conference call on February 26, 2026.

Positive

• Synergy target of $200–$300 million annually
• Divestiture target of at least $1.0 billion within one year
• Created a top-10 U.S. independent oil-focused producer with larger Permian footprint
• Leadership set: Beth McDonald appointed CEO to lead integration

Negative

• None.

Key Figures

Annual synergies: $200–$300 million Planned divestitures: At least $1.0 billion Industry ranking: Top 10 +2 more

5 metrics

Annual synergies $200–$300 million Previously announced merger synergy target

Planned divestitures At least $1.0 billion Targeted asset sales over the next year

Industry ranking Top 10 U.S. independent oil-focused producer by scale

Earnings release date February 25, 2026 4Q and full-year 2025 results and 2026 outlook

Earnings call time 8 a.m. MT / 10 a.m. ET, Feb 26, 2026 Conference call to discuss 2025 results and 2026 outlook

Market Reality Check

Price: $19.47 Vol: Volume 32,889,562 is 6.42...

high vol

$19.47 Last Close

Volume Volume 32,889,562 is 6.42x the 20-day average of 5,125,600, indicating unusually active trading ahead of and around the merger close. high

Technical Shares at $18.87 are trading below the 200-day MA of $23.29 and sit 54.3% under the 52-week high of $41.29.

Peers on Argus

SM fell 1.62% with very elevated volume, while key peers like GPOR (-1.7%), BSM ...

SM fell 1.62% with very elevated volume, while key peers like GPOR (-1.7%), BSM (-1.25%), NOG (-1.7%) and CIVI (-4.86%) were also lower, but no names appeared in the momentum scanner, suggesting a stock-specific reaction rather than a coordinated sector move.

Previous Acquisition Reports

2 past events · Latest: Jan 27 (Positive)

Same Type Pattern 2 events

Date	Event	Sentiment	Move	Catalyst
Jan 27	Merger approval vote	Positive	+0.5%	Stockholders of both companies approved the all-stock SM–Civitas merger.
Oct 02	Acquisition closing	Positive	+1.4%	Closed $2.1B Uinta Basin acquisition, significantly expanding SM’s asset base.

Pattern Detected

Acquisition-related announcements have historically produced modest positive moves for SM, indicating generally constructive reception to M&A news.

Recent Company History

Recent history shows SM using acquisitions and combinations to scale its portfolio. On Oct 2, 2024, it closed the $2.1 billion Uinta Basin acquisition, adding a third core area and driving a 1.45% gain. On Jan 27, 2026, shareholders of SM and Civitas approved their all-stock merger, with SM up 0.52%. Today’s completion of that merger continues this expansion trajectory and formalizes previously outlined leadership and board plans.

Historical Comparison

acquisition

+1.0 %

Average Historical Move

Historical Analysis

In the past, SM’s acquisition announcements (including Uinta and the Civitas merger approval) averaged about a 0.98% positive move. Today’s -1.62% reaction to the merger closing is softer than prior M&A responses, hinting at a more cautious near-term read-through.

Typical Pattern

Acquisition news has evolved from the Uinta Basin deal expanding SM’s footprint to the all-stock Civitas merger, which creates a larger oil-focused independent with a combined board and new executive leadership structure.

Market Pulse Summary

This announcement finalizes SM Energy’s all-stock merger with Civitas Resources, creating a top-10 U...

Analysis

This announcement finalizes SM Energy’s all-stock merger with Civitas Resources, creating a top-10 U.S. independent oil-focused producer and cementing a new leadership and board structure. Management reiterated a synergy target of $200–$300 million annually and at least $1.0 billion in divestitures over the next year. With fourth-quarter 2025 results and the 2026 outlook scheduled for late February, investors can assess how integration plans translate into capital returns and balance sheet metrics.

Key Terms

all-stock merger, free cash flow

2 terms

all-stock merger financial

"SM Energy announced today the closing of its all-stock merger with Civitas Resources"

An all-stock merger is a deal in which one company combines with another by paying only with shares rather than cash, so owners of the target company receive new stock in the combined business. For investors this matters because it changes who owns what percentage of the merged company, can dilute existing shareholders, ties the value of the deal to future share performance, and signals that management prefers using equity over cash for the transaction—like paying with IOUs that depend on how well the new company does.

free cash flow financial

"to unlock additional free cash flow by achieving our previously announced annual synergy target"

Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.

AI-generated analysis. Not financial advice.

Company schedules conference call to discuss fourth quarter and full-year 2025 results and 2026 outlook

DENVER, Jan. 30, 2026 /PRNewswire/ -- SM Energy Company ("SM Energy" or the "Company") (NYSE: SM) announced today the closing of its all-stock merger with Civitas Resources, Inc. ("Civitas") (NYSE: CIVI) (the "Transaction"). The Transaction was approved by stockholders of both companies at special meetings held on January 27, 2026. The combined company continues to trade under the ticker symbol "SM" and will retain the name SM Energy Company.

As previously announced, upon the closing of the Transaction, Beth McDonald was appointed President and Chief Executive Officer and joined the Company's Board of Directors (the "Board"), and Blake McKenna was appointed Executive Vice President and Chief Operating Officer. Additionally, the Company's Board was increased to 11 members, comprising six representatives from SM Energy and five from Civitas. Julio Quintana remains Non-Executive Chairman of the Board. Other members of the Board include Bart Brookman, Morris Clark, Carrie Fox, Billy Helms, Beth McDonald, Ramey Peru, Rose Robeson, Wouter van Kempen, Ashwin Venkatraman, and Howard Willard III. Board member biographies are available on the Company's website at https://www.sm-energy.com/about-us/leadership.

SM Energy President and Chief Executive Officer Beth McDonald commented: "Today's close marks the start of our work together as one SM, a top 10 U.S. independent oil-focused producer, with a larger, complementary footprint across the highest‑return U.S. shale basins—including a premier Permian position. We are focused on effectively integrating the two companies to unlock additional free cash flow by achieving our previously announced annual synergy target of $200 to $300 million and executing our previously announced divestiture target of at least $1.0 billion over the next year. We expect these steps to further strengthen our balance sheet, accelerate our return of capital to stockholders, and drive considerable upside in our equity. We look forward to sharing our 2026 operating plan and our updated return of capital framework on our upcoming conference call in late February."

FOURTH QUARTER AND FULL YEAR 2025 RESULTS AND 2026 OUTLOOK CONFERENCE CALL

The Company plans to report its fourth quarter and full year 2025 financial and operational results and its 2026 outlook after market close on February 25, 2026. Information will be posted to the Company's website at https://www.sm-energy.com/investors. A conference call is scheduled for 8 a.m. MT / 10 a.m. ET, February 26, 2026. This call will be accessible via:

• Webcast (available live and for replay) - on the Company's website at https://www.sm-energy.com/investors (replay accessible approximately one hour after the live call); or
  
  
• Telephone - join the live conference call by registering at: SM Energy 4Q 2025 Earnings Call Registration. Dial-in for domestic toll free/International is 877-407-6050 / +1 201-689-8022.

ABOUT SM ENERGY

SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and NGLs in Colorado, New Mexico, Texas and Utah. SM Energy routinely posts important information about the Company on its website. For more information about SM Energy, please visit www.sm-energy.com.

FORWARD LOOKING STATEMENTS

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included in this press release that address events or developments that SM Energy expects, believes, or anticipates will or may occur in the future are forward-looking statements. The words "intend," "expect," "target," and similar expressions are intended to identify forward-looking statements. Forward-looking statements in this press release include, but are not limited to, the size of the Company and the size and quality of the Company's assets; the Company's plans for integration; the Company's projections with respect to certain operational and financial metrics, including free cash flow and annual synergies; the Company's plans to execute on its divestiture target within the next year; the Company's plans to strengthen its balance sheet, accelerate its return of capital program, and drive upside in its stock price; and expected timing of fourth quarter and full year 2025 reporting. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this communication. These include the ability to successfully integrate the businesses, risks related to disruption of management time from ongoing business operations, the risk that any announcements relating to the Transaction could have adverse effects on the market price of SM Energy's common stock, the risk that the Transaction could distract management and the Company will incur substantial costs, the risk that problems may arise in successfully integrating the businesses of the companies, which may result in the combined company not operating as effectively and efficiently as expected, the risk that the combined company may be unable to achieve synergies or divestiture targets, or that it may take longer than expected to achieve those synergies and divestiture targets, and other important factors that could cause actual results to differ materially from those projected. All such factors are difficult to predict and are beyond SM Energy's control, including those detailed in SM Energy's annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that are available on its website at www.sm-energy.com/investors and on the U.S. Securities and Exchange Commission's website at www.sec.gov. All forward-looking statements are based on assumptions that SM Energy believes to be reasonable but that may not prove to be accurate. Such forward-looking statements are based on assumptions and analyses made by SM Energy in light of its perceptions of current conditions, expected future developments, and other factors that SM Energy believes are appropriate under the circumstances. These statements are subject to a number of known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future performance and actual events may be materially different from those expressed or implied in the forward-looking statements. The forward-looking statements in this press release speak as of the date of this press release.

INVESTOR CONTACT

Patrick Lytle, plytle@sm-energy.com, 303-864-2502

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SOURCE SM Energy Company

FAQ

When did SM Energy (SM) complete its merger with Civitas and what changed?

The merger closed on January 30, 2026 with the combined company continuing as SM (NYSE: SM). According to the company, the Board expanded to 11 members and Beth McDonald was named President and CEO to lead integration.

What synergy and divestiture targets did SM Energy (SM) announce after the Civitas merger?

SM announced an annual synergy target of $200–$300 million and a divestiture target of at least $1.0 billion. According to the company, these moves aim to unlock free cash flow and strengthen the balance sheet over the next year.

Who is leading SM Energy (SM) after the merger and what is the board composition?

Beth McDonald was appointed President and CEO and joined the Board. According to the company, the Board now has 11 members: six from SM and five from Civitas, with Julio Quintana as Non-Executive Chairman.

When will SM Energy (SM) report 4Q and full-year 2025 results and hold the earnings call?

SM will report fourth-quarter and full-year 2025 results after market close on February 25, 2026 and hold a conference call on February 26, 2026. According to the company, the webcast and replay will be available on its investors site.

How can investors access SM Energy's (SM) Feb 26, 2026 conference call?

Investors can join via live webcast or telephone registration for the February 26, 2026 call at 8 a.m. MT / 10 a.m. ET. According to the company, the webcast will be available live and for replay on its investor website.