SM Energy Co — Director's Dealing 2013

Jul 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SM Energy Co (SM)
CIK: 0000893538
Period of Report: 2013-07-02

Reporting Person: BEST ANTHONY JAMES (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-02	Common Stock; $.01 Par Value	M	63216	—	Acquired	292405	Direct
2013-07-02	Common Stock; $.01 Par Value	F	29447	$60.61	Disposed	262958	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-02	Performance Share Award	$	A	63216	Acquired	2013-07-02	Common Stock (63216)	Direct
2013-07-02	Performance Share Award	$	M	63216	Disposed	2013-07-02	Common Stock (63216)	Direct

Footnotes

F1: On July 2, 2013, the Compensation Committee of the Board of Directors of the issuer determined that 63,216 shares of the issuer's common stock had been earned by the reporting person under the terms of a grant of performance share awards (the "PSAs"), based on the achievement of specific performance criteria that were not tied solely to the market price of the issuer's common stock. The PSAs were granted to the reporting person on July 1, 2010, and represent the right to receive, upon the settlement of the PSAs, 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 PSAs granted on the award date), to the extent that the PSAs have vested under separate employment service vesting provisions.

F2: The PSAs vested 1/7th on July 1, 2011, 2/7ths on July 1, 2012, and 4/7ths on July 1, 2013.