[Form 4] SM Energy Company Insider Trading Activity

Rhea-AI Filing Summary

SM Energy (SM) Form 4: Sr. VP-Finance Patrick A. Lytle reported equity-based transactions dated 07/24-25/2025.

• PSU vesting: 1,331 common shares issued following three-year performance cycle that met time-based and quantitative targets. Code M.
• Tax withholding sale: 557 shares automatically disposed at $24.71 per share (Code F) to satisfy withholding obligations.
• Resulting direct ownership: 12,796 common shares.
• New RSU grant: 10,561 restricted stock units awarded 07/25/2025 (Code A); units convert 1:1 into common shares in three equal annual tranches beginning 07/01/2026.

Following these transactions Lytle holds 12,796 shares directly plus 10,561 derivative RSUs, increasing his total potential stake to 23,357 shares, thereby extending equity alignment through 2028.

Positive

• 1,331 PSUs vested—performance goals met, indicating management achieved predefined operational targets.
• Total equity exposure grows to 23,357 shares, increasing insider alignment with shareholders.

Negative

• 557 shares sold to cover taxes, a small net share reduction versus gross issuance.
• No open-market purchase; transactions are compensation-driven, limiting bullish signal strength.

Insights

Equity Compensation Analyst

TL;DR: Routine equity vesting and RSU grant; no open-market buying, modest alignment, neutral impact.

The filing reflects scheduled vesting of a 2022 performance share unit award and the customary grant of new RSUs under SM Energy’s long-term incentive plan. While Lytle’s direct share count rises 6% to 12.8k, the acquisition was non-cash and partially offset by tax-related sale of 557 shares. The 10.6k RSU award extends retention incentives through 2028 but does not represent fresh capital at risk. Because there is no discretionary open-market purchase or sizable sale, the market signal is largely neutral. Investors may view continued equity accumulation positively, yet the transaction is routine and unlikely to influence valuation or liquidity.

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

1. Name and Address of Reporting Person^*

Lytle Patrick A

(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)
	Senior VP - Finance

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

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	07/24/2025		M		1,331	A	(1)	13,353	D
Common Stock, $.01 Par Value	07/24/2025		F		557	D	$24.71	12,796	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
Restricted Stock Units	(2)	07/25/2025		A		10,561		(2)	(2)	Common Stock, $.01 Par Value	10,561	$0	10,561	D

Explanation of Responses:

1. On July 24, 2025, 1,331 shares the Issuer's common stock were issued to the Reporting Person under the terms of a performance share unit ("PSU") award, based on the determination by the Compensation Committee of the Board of Directors of the Issuer regarding achievement of time-based vesting provisions and specific performance criteria that were not tied solely to the market price of the Issuer's common stock. The PSUs were granted to the Reporting Person on July 1, 2022, and represented the contingent right to receive between 0% to 200% of that number of shares of the Issuer's common stock based on the achievement of the vesting and performance criteria over a three-year performance period. The PSUs were fully vested on July 1, 2025.

2. 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 beginning on July 1, 2026. 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)	07/25/2025
	** 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).
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FAQ

What insider activity was reported for SM on 07/24/2025?

Patrick A. Lytle received 1,331 shares from PSU vesting and disposed of 557 shares for tax withholding.

How many RSUs did SM Energy grant to Patrick Lytle?

He was awarded 10,561 restricted stock units on 07/25/2025.

What is the vesting schedule for the new RSUs?

The RSUs vest in three equal annual installments beginning 07/01/2026.

What is Lytle's direct share ownership after the transactions?

He now directly owns 12,796 common shares of SM Energy.

At what price were shares sold to cover taxes?

The 557 shares were disposed at $24.71 per share.