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 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:
+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 June 30, 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
8 unchanged sentences
___________________________________
+Added: (1) 270 shares purchased by us in the second quarter of 2023 were to offset tax withholding obligations that occurred upon the delivery of outstanding shares underlying RSUs issued under the terms of award agreements granted under the Equity Plan.
(2) 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.
5 unchanged sentences
No assurance can be given that any particular number or dollar value of our shares will be repurchased.
−Removed: 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: During the three months ended June 30, 2023, we repurchased and subsequently retired 2,550,706 shares of our common stock under the Stock Repurchase Program at a weighted-average share price of $26.95 for a total cost of $68.7 million, excluding excise taxes, commissions, and fees.
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.
3 unchanged sentences
Restated Certificate of Incorporation of SM Energy Company, as amended through June 1, 2010 (filed as Exhibit 3.1 to the registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, and incorporated herein by reference)
+Added: Certificate of Amendment to Restated Certificate of Incorporation of SM Energy Company, as amended through June 1, 2010, dated May 25, 2023 (filed as Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed on May 30, 2023, and incorporated herein by reference)
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)
15 unchanged sentences
SM ENERGY COMPANY
−Removed: April 28, 2023 By:
+Added: August 3, 2023 By:
/s/ HERBERT S.
1 unchanged sentence
(Principal Executive Officer)
−Removed: April 28, 2023 By:
+Added: August 3, 2023 By:
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
−Removed: April 28, 2023 By:
+Added: August 3, 2023 By:
/s/ PATRICK A.
2 unchanged sentences
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.