SMNYSESEC EDGAREDGAR

SM Energy Co

Crude Petroleum & Natural Gas·DENVER, CO·FY end 12/31·CIK 893538

Board of Directors

11 members · FY 2025
DirectorRoleTenureAgeCommitteesIndep.Annual fees
Barton R. BrookmanDirector2y63CompG&S
Lloyd W. Helms, Jr.CEO and Director1y68Audit
Julio M. QuintanaChair20y66G&SExecutive
Ashwin VenkatramanDirector2y45Audit
Morris R. ClarkDirector1y58Audit
Elizabeth A. McDonaldCEO and Director1y47Executive
Rose M. RobesonDirector12y65AuditComp
Howard A. Willard IIIDirector1y62CompG&S
Carrie M. FoxDirector1y42Audit
Ramiro G. PeruDirector12y70AuditExecutive
Wouter T. van KempenDirector1y56G&SComp

Risk-factor diff

FY 2025 10-K vs. FY 2024
+94 new54 removed

Net-new paragraphs in the most recent 10-K's Item 1A. Companies rarely add risk language without a real reason — additions here are often a leading signal of management concerns.

NEW · FY 2025

In addition to the other information included in this report, the risk factors discussed below should be carefully considered when evaluating an investment in SM Energy. For the purposes of this section, “we,” “our,” “us,” “Company” and “SM Energy” refer to the post-Merger company following the

NEW · FY 2025

We may be unable to successfully integrate Civitas’ business into our business or achieve the anticipated benefits of the Merger, which may have a material adverse effect on our business, financial condition or results of operations.

NEW · FY 2025

We have incurred additional costs in connection with the Merger, which will continue during a portion of 2026.

NEW · FY 2025

Securities class action and derivative lawsuits may be brought against us in connection with the Merger, which could result in substantial costs.

NEW · FY 2025

The market price for our common stock may be affected by factors different from those that historically have affected SM Energy common stock or Civitas common stock.

+ 25 more new paragraphs not shown

Policies & disclosures

Clawback, anti-hedging, stock ownership, and related-party policies will populate from extracted proxy sections.