SM Energy (SM) Form 4: Executive RSU Grant and Insider Sale Details

Elizabeth Anne McDonald, President & COO of SM Energy Co (SM), reported securities transactions dated 09/09/2025.

Rhea-AI Filing Summary

Elizabeth Anne McDonald, President & COO of SM Energy Co (SM), reported securities transactions dated 09/09/2025. The filing shows a grant of 9,690 restricted stock units (RSUs) that vest in three equal annual installments on 09/09/2025, 07/01/2026 and 07/01/2027; vested shares will be issued to the reporting person when restrictions lapse. The filing also reports a disposition of 4,240 shares at a price of $26.71, leaving 5,450 shares beneficially owned following the reported transactions. The form is signed by an attorney-in-fact on behalf of the reporting person on 09/09/2025.

Insights

Financial Analyst

TL;DR: Routine executive equity grant with a concurrent small open-market sale, neutral for near-term valuation.

The RSU grant of 9,690 units represents a standard long-term compensation award that vests over three dates, which aligns executive pay with future share performance and retention goals. The reported sale of 4,240 shares at $26.71 appears to be a partial disposition rather than a full exit; the filing does not state the reason for the sale or its portion of total holdings. Net change leaves the reporting person with 5,450 shares beneficially owned post-transaction. No derivative transactions or unusual settlement terms are disclosed.

Corporate Governance Expert

TL;DR: Compensation-related RSU vesting is governance-standard; disclosure is timely and complete per Form 4.

The disclosure identifies the reporting person, relationship to the issuer, transaction dates, quantities, and exercise/price where applicable. The RSU grant vests in equal installments across specified dates, which is consistent with common retention-focused equity design. The presence of a contemporaneous share sale is noted but the filing provides no indication of any Rule 10b5-1 plan or other trading policy exception.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider McDonald Elizabeth Anne

Role President & COO

Type	Security	Shares	Price	Value
Exercise	Common Stock, $.01 Par Value	9,690	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock, $.01 Par Value	4,240	$26.71	$113K

Holdings After Transaction: Common Stock, $.01 Par Value — 5,450 shares (Direct)

Footnotes (1)

1. F1. Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vests in three equal annual installments on September 9, 2025, July 1, 2026 and July 1, 2027. The vested shares will be issued to the Reporting Person on the vesting dates, at which time all restrictions on the vested shares will lapse.

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Accepted by SEC EDGAR 09/09/2025 - 04:19 PM Learn about SEC filing dates

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McDonald Elizabeth Anne

(Last) (First) (Middle)

1700 LINCOLN STREET

SUITE 3200

(Street)

DENVER CO 80203

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock, $.01 Par Value	09/09/2025		M		9,690	A	(1)	9,690	D
Common Stock, $.01 Par Value	09/09/2025		F		4,240	D	$26.71	5,450	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vests in three equal annual installments on September 9, 2025, July 1, 2026 and July 1, 2027. The vested shares will be issued to the Reporting Person on the vesting dates, at which time all restrictions on the vested shares will lapse.

Remarks:

	Andrew T. Fiske (Attorney-in-Fact)	09/09/2025
	** 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 4 (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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