SEC Form 4 · accession 0000893538-15-000060

SM Energy Co · SM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Mary Ellen Lutey

Officer — Sr. VP & Regional Manager

Period of report

Jul 1, 2015

Accepted (ET)

Jul 6, 2015 · 5:43 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000893538

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock; $.01 Par Value^F2	Dec 31, 2014	J	99	$32.793	A	15,350	D
Common Stock; $.01 Par Value^F2,F4	Dec 31, 2014	J	98	$32.793	A	9,666	I	By husband
Common Stock; $.01 Par Value	Jun 30, 2015	J	446	$32.793	A	15,796	D
Common Stock; $.01 Par Value^F4	Jun 30, 2015	J	448	$32.793	A	10,114	I	By husband
Common Stock; $.01 Par Value^F7	Jul 1, 2015	M	374	—	A	16,170	D
Common Stock; $.01 Par Value	Jul 1, 2015	F	122	$46.12	D	16,048	D
Common Stock; $.01 Par Value^F7,F4	Jul 1, 2015	M	298	—	A	10,412	I	By husband
Common Stock; $.01 Par Value^F4	Jul 1, 2015	F	98	$46.12	D	10,314	I	By husband
Common Stock; $.01 Par Value^F8	Jul 1, 2015	M	486	—	A	16,534	D
Common Stock; $.01 Par Value	Jul 1, 2015	F	159	$46.12	D	16,375	D
Common Stock; $.01 Par Value^F8,F4	Jul 1, 2015	M	278	—	A	10,592	I	By husband
Common Stock; $.01 Par Value^F4	Jul 1, 2015	F	91	$46.12	D	10,501	I	By husband
Common Stock; $.01 Par Value^F9	Jul 1, 2015	M	371	—	A	16,746	D
Common Stock; $.01 Par Value	Jul 1, 2015	F	121	$46.12	D	16,625	D
Common Stock; $.01 Par Value^F9,F4	Jul 1, 2015	M	198	—	A	10,699	I	By husband
Common Stock; $.01 Par Value^F4	Jul 1, 2015	F	65	$46.12	D	10,634	I	By husband
Common Stock; $.01 Par Value^F10	Jul 2, 2015	M	3,174	—	A	19,799	D
Common Stock; $.01 Par Value	Jul 2, 2015	F	1,035	$46.12	D	18,764	D
Common Stock; $.01 Par Value^F11,F4	Jul 2, 2015	M	2,525	—	A	13,159	I	By husband
Common Stock; $.01 Par Value^F4	Jul 2, 2015	F	825	$46.12	D	12,334	I	By husband

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F7	—	Jul 1, 2015	M	374	D	—	—	Common Stock; $.01 Par Value	374	0	D
Restricted Stock Units^F7,F4	—	Jul 1, 2015	M	298	D	—	—	Common Stock; $.01 Par Value	298	0	I
Restricted Stock Units^F8	—	Jul 1, 2015	M	486	D	—	—	Common Stock; $.01 Par Value	486	487	D
Restricted Stock Units^F8,F4	—	Jul 1, 2015	M	278	D	—	—	Common Stock; $.01 Par Value	278	279	I
Restricted Stock Units^F9	—	Jul 1, 2015	M	371	D	—	—	Common Stock; $.01 Par Value	371	744	D
Restricted Stock Units^F9,F4	—	Jul 1, 2015	M	198	D	—	—	Common Stock; $.01 Par Value	198	397	I
Performance Share Units^F10	—	Jul 1, 2015	A	3,174	A	—	—	Common Stock; $.01 Par Value	3,174	3,174	D
Performance Share Units^F10	—	Jul 2, 2015	M	3,174	D	—	—	Common Stock; $.01 Par Value	3,174	0	D
Performance Share Units^F11,F4	—	Jul 2, 2015	A	2,525	A	—	—	Common Stock; $.01 Par Value	2,525	2,525	I
Performance Share Units^F11,F4	—	Jul 2, 2015	M	2,525	D	—	—	Common Stock; $.01 Par Value	2,525	0	I

Explanation of responses

F1The reporting person purchased 99 shares of the issuer's common stock on December 31, 2014, through the issuer's Employee Stock Purchase Plan.
F10On July 1, 2015, the Compensation Committee of the Board of Directors of the issuer determined that 3,174 shares of the issuer's common stock had been earned by the reporting person under the terms of a grant of performance share units (the "PSUs"), based on the achievement of 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, 2012, and represent the right to receive, upon the settlement of the PSUs, the determined number of earned shares of the issuer's common stock based on the achievement of the performance criteria over a three-year performance period (with the determined number of earned shares being within a range of zero to two times the number of PSUs granted on the award date), to the extent that the PSUs have vested under separate employment service vesting provisions. The PSUs vested in three equal annual installments beginning on July 1, 2013.
F11On July 1, 2015, the Compensation Committee of the Board of Directors of the issuer determined that 2,525 shares of the issuer's common stock had been earned by the reporting person's husband under the terms of a grant of performance share units (the "PSUs"), based on the achievement of 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, 2012, and represent the right to receive, upon the settlement of the PSUs, the determined number of earned shares of the issuer's common stock based on the achievement of the performance criteria over a three-year performance period (with the determined number of earned shares being within a range of zero to two times the number of PSUs granted on the award date), to the extent that the PSUs have vested under separate employment service vesting provisions. The PSUs vested in three equal annual installments beginning on July 1, 2013.
F2Ms. and Mr. Lutey's beneficially owned securities were previously reported in combined totals. This Form 4 reports their beneficially owned securities separately.
F3The reporting person's husband purchased 98 shares of the issuer's common stock on December 31, 2014, through the issuer's Employee Stock Purchase Plan.
F4The reporting person's husband is also employed by the issuer, purchases the issuers's common stock through the issuer's Employee Stock Purchase Plan, and receives grants of restricted stock units and performance share awards.
F5The reporting person purchased 446 shares of the issuer's common stock on June 30, 2015, through the issuer's Employee Stock Purchase Plan.
F6The reporting person's husband purchased 448 shares of the issuer's common stock on June 30, 2015, through the issuer's Employee Stock Purchase Plan.
F7Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vested in three equal annual installments beginning on July 1, 2013. The vested shares were issued to the reporting person on the vesting dates, at which time all restrictions on the vested shares lapsed.
F8Each 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, 2014. 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.
F9Each 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 July 1, 2015. 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.