SM Energy closes merger with Civitas Resources; each CIVI share receives 1.45 SM shares

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

This filing

On January 30, 2026, concurrently and in connection with the Mergers, Civitas terminated all commitments, and caused to be repaid in full all indebtedness, liabilities and other obligations, under that certain Amended and Restated Credit Agreement dated November 1, 2021

Comparable filing

In connection with the consummation of the Mergers, CECO paid or caused to be paid, on behalf of Thermon, all amounts necessary to satisfy and discharge in full the then-outstanding obligations of Thermon under that certain Amended and Restated Credit Agreement, dated September 29, 2021, by and among Thermon Holding Corp., Thermon Canada Inc., the other financial institutions or entities party thereto from time to time and JPMorgan Chase Bank, N.A., as Administrative Agent, which was further amended on November 19, 2021, March 7, 2023, and December 29, 2023 (as amended, restated, supplemented or otherwise modified from time to time, together with all related credit documentation, the “Credit Agreement”). In connection therewith, the Credit Agreement and all commitments thereunder were terminated.

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

KUBRA became an indirect wholly owned subsidiary of the Company. Pursuant to the Purchase Agreement, the aggregate cash purchase price for the Acquisition was approximately $372 million, subject to customary post-closing adjustments. The closing cash consideration was funded with a combination of cash on hand and borrowings under the Credit Agreement described

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

true 0001840416 0001840416 2026-05-04 2026-05-04 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________ FORM 8-K/A (Amendment No. 1) __________________________ CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 4, 2026

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

Mr. Owens, Ms. Owens and JAO, the “Sellers”), and Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration for the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net

This filing

0, 2026 Date of Report (Date of earliest event reported) SM Energy Company (as successor in interest to Civitas Resources, Inc. ) (Exact name of registrant as specified in its charter) Delaware 001-35371 41-0518430 (State or other jurisdiction of incorporation or organization) (Commission File No.) (I.R.S.

Comparable filing

On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion