Director Helms Lloyd W Jr reports 17,540 SM Energy (NYSE: SM) shares

Rhea-AI Filing Summary

SM Energy Company director Helms Lloyd W Jr has filed an initial statement of beneficial ownership, showing he holds 17,540 shares of SM Energy common stock directly. These holdings reflect the completion of SM Energy’s merger with Civitas Resources.

Under the merger agreement, each outstanding Civitas common share was converted into 1.45 shares of SM Energy common stock, and each Civitas deferred stock unit (DSU) fully vested and converted into an SM Energy DSU on the same 1.45-for-1 basis. The reported amount includes vested DSUs that will be settled in SM Energy stock when the director leaves the board.

SEC 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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1. Name and Address of Reporting Person^*

Helms Lloyd W Jr

(Last) (First) (Middle)

1700 LINCOLN ST

SUITE 3200

(Street)

DENVER CO 80203

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/30/2026

3. Issuer Name and Ticker or Trading Symbol
SM Energy Co [ SM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of 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

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, $.01 Par Value	17,540(1)	D

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: 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

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger by and among SM Energy Company ("SM Energy"), Cars Merger Sub, Inc. and Civitas Resources, Inc. ("Civitas"), (a) each outstanding share of Civitas' common stock was converted into 1.45 shares of SM Energy common stock and (b) each outstanding Civitas deferred stock unit (DSU) award fully vested and was converted into an SM Energy DSU award equal to the product of the number of shares of Civitas common stock subject to such Civitas DSU Award and 1.45, rounded up to the nearest whole number. Amount shown includes vested DSUs that will settle in SM Energy common stock upon the director's separation from the board.

Remarks:

	Andrew T. Fiske (Attorney-in-Fact)	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What does the SM (SM Energy) Form 3 filed for Helms Lloyd W Jr show?

The Form 3 shows director Helms Lloyd W Jr beneficially owns 17,540 shares of SM Energy common stock. This initial ownership position includes common shares and vested deferred stock units that will settle in stock when he leaves the board.

How did the Civitas merger affect Helms Lloyd W Jr’s SM Energy shareholdings?

His position reflects the merger where each Civitas share became 1.45 SM Energy shares. Civitas deferred stock unit awards also fully vested and converted into SM Energy DSUs at the same 1.45-for-1 ratio, contributing to the total 17,540 shares reported.

What is the 1.45 exchange ratio mentioned in SM Energy’s insider filing?

The filing states that each outstanding share of Civitas common stock converted into 1.45 shares of SM Energy common stock. The same 1.45 multiplier applied to Civitas deferred stock unit awards, which became SM Energy DSUs on completion of the merger transaction.

Do Helms Lloyd W Jr’s reported SM Energy holdings include deferred stock units?

Yes. The 17,540 shares shown include vested deferred stock units (DSUs) tied to SM Energy. These DSUs resulted from converted Civitas DSUs and will be settled in SM Energy common stock when the director separates from the company’s board of directors.

Is the SM (SM Energy) Form 3 for Helms Lloyd W Jr a purchase or just a holding report?

The Form 3 is an initial holdings report, not a new market purchase or sale. It discloses that the director beneficially owns 17,540 shares of SM Energy common stock following the Civitas merger and related deferred stock unit conversions.