sm-20200721
0000893538falseDenverColorado00008935382020-07-212020-07-2100008935382020-07-232020-07-23

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
July 21, 2020

SM Energy Company
(Exact name of registrant as specified in its charter)
Delaware001-3153941-0518430
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
1775 Sherman Street, Suite 120080203
Denver, Colorado
(Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (303) 861-8140

Not applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common stock, 00008935382020-07-212020-07-2100008935382020-07-232020-07-23

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
July 21, 2020

SM Energy Company
(Exact name of registrant as specified in its charter)
Delaware001-3153941-0518430
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
1775 Sherman Street, Suite 120080203
Denver, Colorado
(Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (303) 861-8140

Not applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common stock, $0.01 par value
SM
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 23, 2020, SM Energy Company (the “Company”) announced that Javan D. Ottoson, its President and Chief Executive Officer, has advised its Board of Directors of his intention to retire before the end of 2020.
In order to ensure the orderly transition of leadership responsibilities, the Company also announced that Herbert S. Vogel has been appointed, effective July 21, 2020, to the position of President of the Company. Mr. Vogel (age 59) was appointed Executive Vice President and Chief Operating Officer of the Company in June 2019, having previously served as Executive Vice President-Operations of the Company since August 2014. Mr. Vogel joined the Company in March 2012 after holding leadership positions with ARCO and BP, and has 36 years of experience in the oil and gas business. There are no transactions involving Mr. Vogel requiring disclosure under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
In accordance with General Instruction B.2. of Form 8-K, the following information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On July 23, 2020, the Company issued a press release announcing the retirement of Mr. Ottoson and the appointment of Mr. Vogel. A copy of the press release is furnished hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.



SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SM ENERGY COMPANY
Date:July 23, 2020By:/s/ DAVID W. COPELAND
David W. Copeland
Executive Vice President, General Counsel, and Corporate Secretary
SM
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 23, 2020, SM Energy Company (the “Company”) announced that Javan D. Ottoson, its President and Chief Executive Officer, has advised its Board of Directors of his intention to retire before the end of 2020.
In order to ensure the orderly transition of leadership responsibilities, the Company also announced that Herbert S. Vogel has been appointed, effective July 21, 2020, to the position of President of the Company. Mr. Vogel (age 59) was appointed Executive Vice President and Chief Operating Officer of the Company in June 2019, having previously served as Executive Vice President-Operations of the Company since August 2014. Mr. Vogel joined the Company in March 2012 after holding leadership positions with ARCO and BP, and has 36 years of experience in the oil and gas business. There are no transactions involving Mr. Vogel requiring disclosure under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
In accordance with General Instruction B.2. of Form 8-K, the following information shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On July 23, 2020, the Company issued a press release announcing the retirement of Mr. Ottoson and the appointment of Mr. Vogel. A copy of the press release is furnished hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit NumberDescription
104
Cover Page Interactive Data File (formatted as Inline XBRL and included as Exhibit 101)



SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SM ENERGY COMPANY
Date:July 23, 2020By:/s/ DAVID W. COPELAND
David W. Copeland
Executive Vice President, General Counsel, and Corporate Secretary

Document
News Release
smenergylogoverticalas.jpg
EXHIBIT 99.1
SM ENERGY COMPANY ANNOUNCES PLANNED
RETIREMENT OF CHIEF EXECUTIVE OFFICER JAVAN D. OTTOSON
AND APPOINTMENT OF HERBERT S. VOGEL AS PRESIDENT
DENVER, CO July 23, 2020 – SM Energy Company (“SM Energy” or the “Company”) (NYSE: SM) today announced that President and Chief Executive Officer Javan (Jay) D. Ottoson has advised the Board of Directors of SM Energy of his intention to retire before the end of 2020. Mr. Ottoson will remain a member of the Board of Directors until the next annual meeting in May 2021.
The Company also announced that Herbert S. Vogel has been appointed to the position of President of the Company. Mr. Vogel was appointed Executive Vice President and Chief Operating Officer of the Company in June 2019, having previously served as Executive Vice President-Operations of the Company since August 2014. Mr. Vogel joined the Company in March 2012 after holding leadership positions with ARCO and BP, and has 36 years of experience in the oil and gas business. The Board of Directors intends to promote Mr. Vogel to Chief Executive Officer effective upon Mr. Ottoson’s departure.
“On behalf of the Board of Directors, I want to congratulate Jay on a successful and impactful career. Through 14 years with the Company, and more than five years as our Chief Executive Officer, his strength of character has had an incredible impact on the Company and our team, including our directors, employees, and service partners. Through Jay’s leadership, SM Energy transformed itself into a premier operator in the Permian and Maverick Basins in Texas. I would like to thank Jay for his commitment to SM Energy, his leadership, guidance, and steady hand during a highly volatile time in our industry,” said William Sullivan, chairman of the SM Energy Board of Directors.
Mr. Ottoson joined the Company in December 2006 as Executive Vice President and Chief Operating Officer. Mr. Ottoson was appointed as President of the Company in October 2012 and as Chief Executive Officer of the Company in February 2015.
“It has been a privilege and a pleasure to be part of the great team at SM Energy,” said Mr. Ottoson. “Herb is an integral part of leadership and is an energetic and highly capable executive. I am confident he will serve our Company well through challenging and better times. I expect a smooth and effective transition during my remaining time at the Company.”
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this press release that address events, or developments that we expect, believe, or anticipate will or may occur in the future are forward-looking statements. The words "intention," "will," and similar expressions are intended to identify forward-looking statements. Such forward-looking statements are based on assumptions and analyses made by SM Energy in light of its perception of current conditions, expected future developments, and other factors that SM Energy believes are appropriate under the circumstances. These statements are subject to a number of known and unknown risks and uncertainties. Forward-looking statements are not guarantees of future performance and actual events may be materially different from those expressed or implied in the forward-looking statements. The forward-looking statements in this press release speak as of the date of this press release.
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smenergylogoverticalas.jpg
About the Company
SM Energy Company is an independent energy company engaged in the acquisition, exploration, development, and production of crude oil, natural gas, and NGLs in the state of Texas. For more information about SM Energy, please visit its website at www.sm-energy.com.
SM ENERGY INVESTOR CONTACT
Jennifer Martin Samuels, jsamuels@sm-energy.com, 303-864-2507
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v3.20.2
Cover page Cover page
Jul. 23, 2020
Jul. 21, 2020
Cover [Abstract]    
Document Type   8-K
Document Period End Date   Jul. 21, 2020
Entity Registrant Name   SM Energy Co
Entity Incorporation, State or Country Code   DE
Entity File Number   001-31539
Entity Tax Identification Number   41-0518430
Entity Address, Address Line One   1775 Sherman Street, Suite 1200
Entity Address, City or Town   Denver
Entity Address, State or Province   CO
Entity Address, Postal Zip Code   80203
City Area Code (303)  
Local Phone Number 861-8140  
Written Communications   false
Soliciting Material   false
Pre-commencement Tender Offer   false
Pre-commencement Issuer Tender Offer   false
Title of 12(b) Security   Common stock, $0.01 par value
Trading Symbol   SM
Security Exchange Name   NYSE
Entity Emerging Growth Company   false
Entity Central Index Key   0000893538
Amendment Flag   false