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David J. Whitcomb

Filed: 5 Jul 17, 8:00pm
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Whitcomb David J.

(Last)(First)(Middle)
1775 SHERMAN STREET, SUITE 1200

(Street)
DENVERCO80203

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
SM Energy Co [ SM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP-Marketing
3. Date of Earliest Transaction (Month/Day/Year)
07/03/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8)4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock; $.01 Par Value12/30/2016J(1)V75A$23.86846,618D
Common Stock; $.01 Par Value06/30/2017J(2)V203A$14.0546,821D
Common Stock; $.01 Par Value07/03/2017M288A(3)47,109D
Common Stock; $.01 Par Value07/03/2017F93D$16.5347,016D
Common Stock; $.01 Par Value07/03/2017M477A(4)47,493D
Common Stock; $.01 Par Value07/03/2017F153D$16.5347,340D
Common Stock; $.01 Par Value07/03/2017M682A(5)48,022D
Common Stock; $.01 Par Value07/03/2017F219D$16.5347,803D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8)5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)8. Price of Derivative Security (Instr. 5)9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)07/03/2017M288(3)(3)Common Stock288(3)0D
Restricted Stock Units(4)07/03/2017M477(4)(4)Common Stock477(4)477D
Restricted Stock Units(5)07/03/2017M682(5)(5)Common Stock682(5)1,366D
Explanation of Responses:
1. The reporting person purchased 75 shares of the issuer's common stock on December 30, 2016 through the issuer's Employee Stock Purchase Plan.
2. The reporting person purchased 203 shares of the issuer's common stock on June 30, 2017, through the issuer's Employee Stock Purchase Plan.
3. Each 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, 2015. The vested shares were issued to the reporting person on the vesting dates, at which time all restrictions on the vested shares lapsed.
4. Each 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, 2016. 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.
5. Each 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, 2017. 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.
Remarks:
Karin M. Writer (Attorney-In-Fact)07/06/2017
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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