UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: The following table provides information about purchases made by us and any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the three months ended September 30, 2022, of shares of our common stock, which is the sole class of equity securities registered by us pursuant to Section 12 of the Exchange Act:
+Added: The following table provides information about purchases made by us and any affiliated purchaser (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the three months ended March 31, 2023, of shares of our common stock, which is the sole class of equity securities registered by us pursuant to Section 12 of the Exchange Act:
PURCHASES OF EQUITY SECURITIES BY ISSUER AND AFFILIATED PURCHASES
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Weighted Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program (1)
−Removed: Maximum Number or Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
+Added: Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
(as of period end date) (1)
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___________________________________
−Removed: (1) 633,287 shares purchased by us in the third quarter of 2022 were to offset tax withholding obligations that occurred upon the delivery of outstanding shares underlying RSUs and PSUs issued under the terms of award agreements granted under the Equity Plan.
−Removed: (2) On September 7, 2022, we announced that our Board of Directors approved the Stock Repurchase Program authorizing us to repurchase up to $500.0 million in aggregate value of our common stock through December 31, 2024.
+Added: (1) In September 2022, our Board of Directors approved the Stock Repurchase Program authorizing us to repurchase up to $500.0 million in aggregate value of our common stock through December 31, 2024.
The Stock Repurchase Program permits us to repurchase our shares from time to time in open market transactions, through privately negotiated transactions or by other means in accordance with federal securities laws and subject to certain provisions of our Credit Agreement and the indentures governing our Senior Notes.
−Removed: We intend to fund repurchases from available working capital and cash provided by operating activities.
−Removed: Stock repurchases may also be funded with borrowings under our Credit Agreement.
+Added: We intend to utilize net cash provided by operating activities to repurchase shares of our common stock.
+Added: Stock repurchases may also be made with borrowings under our Credit Agreement.
The timing, as well as the number and value of shares repurchased under the Stock Repurchase Program, will be determined by certain authorized officers of the Company at their discretion and will depend on a variety of factors, including the market price of our common stock, general market and economic conditions and applicable legal requirements.
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No assurance can be given that any particular number or dollar value of our shares will be repurchased.
−Removed: During the three months ended September 30, 2022, we repurchased and subsequently retired 452,734 shares of our common stock under the Stock Repurchase Program at a weighted-average share price of $44.69 for a total cost of $20.2 million, excluding commissions and fees.
−Removed: (3) The Stock Repurchase Program terminates and supersedes the August 1998 authorization to repurchase common stock, under which 3,072,184 shares remained available for repurchase prior to termination.
−Removed: Our payment of cash dividends to our stockholders is subject to certain covenants under the terms of our Credit Agreement and Senior Notes.
−Removed: Based on our current performance, we do not anticipate that any of these covenants will limit our payment of dividends at our current rate for the foreseeable future if any dividends are declared by our Board of Directors.
+Added: During the three months ended March 31, 2023, we repurchased and subsequently retired 1,413,758 shares of our common stock under the Stock Repurchase Program at a weighted-average share price of $28.32 for a total cost of $40.0 million, excluding taxes, commissions, and fees.
+Added: Our payment of cash dividends to our stockholders and repurchases of our common stock are each subject to certain covenants under the terms of our Credit Agreement and Senior Notes.
+Added: Based on our current performance, we do not anticipate that any of these covenants will limit our potential repurchases of our common stock or our payment of dividends at our current rate for the foreseeable future if any dividends are declared by our Board of Directors.
The following exhibits are filed or furnished with, or incorporated by reference into this report:
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Amended and Restated By-Laws of SM Energy Company, effective as of February 21, 2017 (filed as Exhibit 3.2 to the registrant’s Annual Report on Form 10-K for the year ended December 31, 2016, and incorporated herein by reference)
−Removed: Seventh Amended and Restated Credit Agreement dated as of August 2, 2022, among SM Energy Company, Wells Fargo Bank, National Association, as Administrative Agent and Swingline Lender, and the Lenders party thereto (filed as Exhibit 10.1 to the registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, and incorporated herein by reference)
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes - Oxley Act of 2002
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SM ENERGY COMPANY
−Removed: November 4, 2022 By:
+Added: April 28, 2023 By:
/s/ HERBERT S.
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(Principal Executive Officer)
−Removed: November 4, 2022 By:
+Added: April 28, 2023 By:
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
−Removed: November 4, 2022 By:
+Added: April 28, 2023 By:
/s/ PATRICK A.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.