--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-008380" form_type: "8-K" ticker: "SM" cik: "0000893538" company_name: "SM Energy Co" filed_at: "2026-01-30T23:59:59+00:00" generated_at: "2026-05-16T06:12:12.046497+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # SM Energy closes all-stock merger with Civitas Resources; becomes top-10 U.S. independent oil producer ## Summary - Each Civitas share converted to 1.45 SM shares; combined company trades as SM under same name. - Board expanded to 11 members (6 from SM, 5 from Civitas); Beth McDonald named CEO and joins board; Julio Quintana remains chairman. - Annual synergy target of $200-300 million and divestiture target of at least $1.0 billion over next year announced. - Credit facility amended: borrowing base increased to $5.0B, revolving commitments to $2.5B, maturity extended to Jan 2031. - Authorized shares of SM common stock increased from 200M to 400M via charter amendment effective Jan 30, 2026. ## SEC filing metadata - accession: 0001104659-26-008380 - form_type: 8-K - ticker: SM - cik: 0000893538 - company_name: SM Energy Co - filed_at: 2026-01-30T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 2.01, 2.03, 5.03, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/tm264415d2_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-008380 - JSON: https://secwatch.observer/filing/0001104659-26-008380.json - Plain text: https://secwatch.observer/filing/0001104659-26-008380.txt ## Source-grounded claims - claim_id: 56a09e64e80b70a5447a0086959207bfdb898a7e claim: SM Energy Co amended senior notes of $1,350 million with Computershare Trust Company, N.A., as trustee at 8.750% maturing July 1, 2031. evidence_excerpt: Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.375% Senior Notes due 2028 (the “ 2028 Notes ”) of which $1,350 million is currently outstanding, (iii) the Second Supplemental Indenture (the “ 2031 Second Supplemental Indenture ”) to that certain indenture, dated as of June 29, 2023 (as evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 691d4e82a41ff1df841e125c6f50d01bde6f326b claim: SM Energy Co amended senior notes of $1,350 million with Computershare Trust Company, N.A., as trustee at 8.375% maturing July 1, 2028. evidence_excerpt: Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.375% Senior Notes due 2028 (the “ 2028 Notes ”) of which $1,350 million is currently outstanding, (iii) the Second Supplemental Indenture (the “ 2031 Second Supplemental Indenture ”) to that certain indenture, dated as of June 29, 2023 (as evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 74c15eddfb003a4c5dec1377e0743cb51cee4a26 claim: SM Energy Co amended credit facility of $2.5 billion with Wells Fargo Bank, National Association, as administrative agent at eliminate the credit spread adjustment applicable to Term SOFR loans maturing January 30, 2031. evidence_excerpt: The Fourth Amendment amends certain provisions of the Credit Agreement to, among other things, (i) permit the assumption of outstanding Civitas senior unsecured notes and add the subsidiaries of Civitas as guarantors under the Credit Agreement, (ii) extend the maturity date for elected revolving commitments to January 30, 2031, (iii) increase the aggregate elected revolving commitments from $2.0 billion to $2.5 billion, (iv) increase the borrowing base from $3.0 billion to $5.0 billion, (v) eliminate the credit spread adjustment applicable to Term SOFR loans (as defined in the Credit Agreement), and (vi) make certain other amendments to the financial covenant definitions and provide additional flexibility under certain affirmative covenants, negative covenants and events of default. evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: c952f3885affe4e7f934a007508977e4c6736a28 claim: SM Energy Co amended senior notes of $1,000 million with Computershare Trust Company, N.A., as trustee at 8.625% maturing November 1, 2030. evidence_excerpt: Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.625% Senior Notes due 2030 (the “ 2030 Notes ”) of which $1,000 million is currently outstanding, and (v) the First Supplemental Indenture (the “ 2033 First Supplemental Indenture ”) to that certain indenture, dated as of June 3, 2025 (as evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: d053eeec8128201e275d94947f327fd697e28d7a claim: SM Energy Co amended senior notes of $400 million with Computershare Trust Company, N.A., as trustee at 5.000% maturing October 15, 2026. evidence_excerpt: thereto and the Trustee (as successor to Wells Fargo Bank, National Association), pursuant to which Civitas issued 5.000% Senior Notes due 2026 (the “ 2026 Notes ”) of which $400 million is currently outstanding, (ii) the Second Supplemental Indenture (the “ 2028 Second Supplemental Indenture ”) to that certain indenture, dated as of June 29, 2023 (as evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: defd98fde16f91ce6725d174d9802d78d62de409 claim: SM Energy Co: Amendment to restated certificate of incorporation increasing authorized shares of common stock from 200 million to 400 million (effective 2026-01-30). evidence_excerpt: On January 30, 2026, the Company filed an amendment to the Company’s restated certificate of incorporation (the “ Charter Amendment ”), increasing the authorized shares of SM Energy Common Stock from 200 million to 400 million. evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 2eef17bc7ff0519ca5b24a4edc1b2e43bdfab03c claim: SM Energy Co amended Fourth Amendment to Seventh Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as administrative agent for the lenders, issuing banks and swingline lender party thereto valued at Increased borrowing base from $3.0B to $5.0B, increased revolving commitments from $2.0B to $2.5B, e (effective 2026-01-30). evidence_excerpt: SM Energy entered into a Fourth Amendment to Seventh Amended and Restated Credit Agreement (the “ Fourth Amendment ”) with Wells Fargo Bank, National Association, as administrative agent for the lenders, issuing banks and swingline lender party thereto, and each of the lenders that is a party thereto evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 30c45eaa7265d1dffefdd9bf8a8d62c9880a358b claim: SM Energy Co amended 2031 Second Supplemental Indenture (8.750% Senior Notes due 2031) with Computershare Trust Company, N.A., as trustee valued at Assumption of 8.750% Senior Notes due 2031, $1,350 million outstanding. (effective 2026-01-30). evidence_excerpt: the Second Supplemental Indenture (the “ 2031 Second Supplemental Indenture ”) to that certain indenture, dated as of June 29, 2023 (as supplemented, the “ 2031 Notes Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.750% Senior Notes due 2031 (the “ 2031 Notes ”) of which $1,350 million is currently outstanding evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 7839807ef08d126258cb293f8751d8f2500886ce claim: SM Energy Co amended 2026 Fourth Supplemental Indenture (5.000% Senior Notes due 2026) with Computershare Trust Company, N.A., as trustee valued at Assumption of 5.000% Senior Notes due 2026, $400 million outstanding. (effective 2026-01-30). evidence_excerpt: the Fourth Supplemental Indenture (the “ 2026 Fourth Supplemental Indenture ”) to that certain indenture, dated as of October 13, 2021 (as supplemented, the “ 2026 Notes Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee (as successor to Wells Fargo Bank, National Association), pursuant to which Civitas issued 5.000% Senior Notes due 2026 (the “ 2026 Notes ”) of which $400 million is currently outstanding evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: 897c8e6b442d1e015a63217763be06498994ab64 claim: SM Energy Co amended 2028 Second Supplemental Indenture (8.375% Senior Notes due 2028) with Computershare Trust Company, N.A., as trustee valued at Assumption of 8.375% Senior Notes due 2028, $1,350 million outstanding. (effective 2026-01-30). evidence_excerpt: the Second Supplemental Indenture (the “ 2028 Second Supplemental Indenture ”) to that certain indenture, dated as of June 29, 2023 (as supplemented, the “ 2028 Notes Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.375% Senior Notes due 2028 (the “ 2028 Notes ”) of which $1,350 million is currently outstanding evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm - claim_id: b83662500227c775ecc525cb16bbf0914eb6f944 claim: SM Energy Co amended 2030 First Supplemental Indenture (8.625% Senior Notes due 2030) with Computershare Trust Company, N.A., as trustee valued at Assumption of 8.625% Senior Notes due 2030, $1,000 million outstanding. (effective 2026-01-30). evidence_excerpt: the First Supplemental Indenture (the “ 2030 First Supplemental Indenture ”) to that certain indenture, dated as of October 17, 2023 (as supplemented, the “ 2030 Notes Indenture ”), by and among Civitas, the guarantors party thereto and the Trustee, pursuant to which Civitas issued 8.625% Senior Notes due 2030 (the “ 2030 Notes ”) of which $1,000 million is currently outstanding evidence_url: https://www.sec.gov/Archives/edgar/data/893538/000110465926008380/0001104659-26-008380-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.