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

January 2730, 2026

Date of Report (Date of earliest event reported)

~~Civitas Resources,~~SM ~~Inc.~~Energy Company

(as successor in interest to Civitas Resources, Inc.)

(Exact name of registrant as specified in its charter)

Delaware	~~001-35371~~	61001-~~1630631~~35371		41-0518430
(State or other jurisdiction of incorporation or organization)	~~(Commission File No.)~~	(~~I.R.S.~~Commission ~~employer~~File ~~identification number~~No.)		(I.R.S. employer identification number)

~~555~~1700 ~~17th~~Lincoln Street, Suite ~~3700~~3200 Denver, Colorado 80203

Denver, Colorado 80202

(Address of principal executive offices, including zip code)

(303) ~~293~~ 861-~~9100~~8140

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

x ¨ 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		Name of exchange on which registered
Common Stock, par value $0.01 per share		CIVI		New York Stock Exchange*

*The Common Stock of Civitas Resources, Inc. is currently registered pursuant to Section 12(b) of the Securities Act. On January 30, 2026, the New York Stock Exchange filed a Form 25-NSE with the United States Securities and Exchange Commission, which will delist the Common Stock from the New York Stock Exchange on February 9, 2026.

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 5.07. Submission of Matters to a Vote of Security Holders.~~Introduction

OnAs ~~January~~previously announced, on November 272, ~~2026~~2025, ~~Civitas~~SM ~~Resources~~Energy Company, ~~Inc.~~ ~~(the~~a ~~“Company”~~Delaware orcorporation (“~~Civitas~~SM Energy”), ~~held~~Cars Merger Sub, Inc., a ~~special~~Delaware ~~meeting~~corporation and direct wholly owned subsidiary of ~~stockholders~~SM ~~(the~~Energy (“~~Special~~Merger ~~Meeting~~Sub”), inand ~~connection with~~Civitas ~~its~~Resources, Inc., ~~previously~~a ~~announced~~Delaware ~~pending~~corporation ~~merger~~(“Civitas”), entered ~~with~~into SMan ~~Energy~~Agreement ~~Company~~and Plan of Merger (the “SMMerger ~~Energy~~Agreement”)., Aswhich ofprovided ~~the~~for, ~~close~~among ofother ~~business on December 17,~~things ~~2025,~~ (i) the ~~record~~merger ~~date~~of ~~for~~Merger ~~the~~Sub ~~Special~~with ~~Meeting,~~and ~~there~~into ~~were 85~~Civitas,~~318,697~~ ~~shares~~with ofCivitas ~~common~~surviving ~~stock,~~as ~~par~~a ~~value~~wholly ~~$0.01~~owned ~~per~~subsidiary ~~share,~~ of ~~the~~SM ~~Company~~ Energy (~~“Common~~the ~~Stock~~“first merger”) ~~issued~~ and ~~outstanding,~~the ~~each~~effective time of ~~which entitles~~ the ~~record~~first ~~holder~~merger ~~thereof~~pursuant to ~~one~~the ~~vote~~terms onof ~~each~~the ~~proposal~~Merger ~~considered at~~Agreement, the ~~Special~~“first effective ~~Meeting.~~time”), Aand ~~total~~(ii) immediately offollowing 70the first merger,~~730,026~~ ~~shares~~the merger of ~~Common Stock~~Civitas, oras ~~approximately~~the ~~82.9%~~surviving corporation of the ~~shares~~first ~~eligible~~merger, towith ~~vote~~and atinto ~~the Special~~SM ~~Meeting~~Energy, ~~were~~with ~~present~~SM inEnergy ~~person~~continuing oras bythe ~~proxy~~surviving atcorporation (the ~~Special~~“second ~~Meeting~~merger” and, ~~constituting~~together awith ~~quorum.~~the ~~The~~first ~~proposals~~merger, ~~that~~the ~~were~~“Mergers”). ~~considered and~~On ~~voted~~January 30, ~~upon~~2026, atfollowing ~~the~~approval ~~Special~~by ~~Meeting~~the ~~are~~stockholders of ~~described~~both inSM ~~further~~Energy ~~detail~~and inCivitas ~~the~~at ~~Company’s~~special ~~definitive~~meetings ~~proxy~~held ~~statement~~ on ~~Schedule~~January 27, ~~14A~~2026, ~~filed~~ by the ~~Company~~Mergers ~~with~~and the ~~U.S.~~other ~~Securities~~transactions ~~and~~contemplated ~~Exchange~~by the ~~Commission~~Merger Agreement (collectively, the “~~SEC~~Transactions”) onwere ~~December 22~~consummated, ~~2025.~~and ~~The~~Civitas ~~final~~and ~~certified voting~~Merger ~~results~~Sub onceased to ~~such proposals were as follows:~~exist.

Item 1.02 ~~Stockholders~~Termination ~~approved~~of a ~~proposal~~Material toDefinitive ~~adopt the~~ Agreement ~~and Plan of Merger, dated as of November 2, 2025 (the “Merger Agreement”), by and among SM Energy, Cars Merger Sub, Inc~~., a direct wholly owned subsidiary of SM Energy (“Merger Sub”), and the Company, pursuant to which (i) Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of SM Energy (the “first merger” and the surviving entity, the “first surviving corporation”), and (ii) immediately following the first merger, the first surviving corporation will merge with and into SM Energy, with SM Energy continuing as the surviving corporation (together with the first merger, the “mergers”) and each share of Common Stock will be converted into the right to receive 1.45 shares of common stock, par value $0.01 per share, of SM Energy. The voting results were as follows:

For		Against		Abstentions		Broker Non- Votes
69,136,817		1,304,552		288,657		0

The information set forth under the heading “Introduction” above and in Item 2.01 is incorporated by reference into this Item 1.02.

2.On ~~Stockholders~~January 30, ~~approved~~2026, onconcurrently and ain ~~non-binding~~connection ~~advisory~~with ~~basis~~the Mergers, ~~the~~Civitas ~~compensation~~terminated ~~that~~all ~~may~~commitments, and caused to be ~~paid~~repaid in full all indebtedness, liabilities and other obligations, under that certain Amended and Restated Credit Agreement dated November 1, 2021 (as amended, restated, amended and restated, supplemented or ~~become~~otherwise ~~payable~~modified prior to the ~~Company’s~~date ~~named~~hereof, ~~executive~~the ~~officers~~“Civitas inCredit ~~connection~~Agreement”), by ~~with~~and among Civitas, as borrower thereunder, and JPMorgan Chase Bank, N.A., as administrative agent and issuing bank thereunder, and the ~~mergers~~lenders and other issuing banks party thereto, and any other related loan documents. ~~The~~Upon ~~voting~~consummation ~~results~~of ~~were~~the asMergers ~~follows:~~and receipt of the payoff amount, Civitas, together with its subsidiaries, was released from any and all obligations and guarantees under the Civitas Credit Agreement and any other related loan documents.

For		Against		Abstentions		Broker Non- Votes
60,434,236		9,889,615		406,175		0

Item 2.01

Completion of Acquisition or Disposition of Assets.

~~Item~~The ~~7.01.~~information ~~Regulation~~set FDforth ~~Disclosure~~under the heading “Introduction” above is incorporated by reference into this Item 2.01.

OnAs discussed in the Introduction, on January 2730, 2026, the ~~Company~~Mergers were consummated upon the terms and SMsubject ~~Energy~~to ~~issued~~the aconditions ~~joint~~of the Merger Agreement. In connection with the consummation of the Mergers, ~~press~~subject ~~release~~to ~~announcing~~certain exceptions set forth in the ~~results~~Merger Agreement, each share of ~~their~~common ~~respective~~stock, ~~stockholder~~par ~~meetings~~value $0.01 per share, of Civitas (“Civitas Common Stock”) issued and outstanding immediately prior to the ~~expected~~first ~~closing~~effective ~~date~~time of(other than certain cancelled shares) was converted into the ~~mergers~~right to receive 1.45 Ashares ~~copy~~(the “exchange ratio”) of common stock, par value $0.01 per share, of SM Energy (“SM Energy Common Stock”), and each share of Civitas Common Stock held in treasury by Civitas was automatically cancelled and ceased to exist. The issuance of shares of SM Energy Common Stock pursuant to the ~~press~~terms ~~release~~of the isMerger ~~attached~~Agreement, ~~hereto~~and other shares of SM Energy Common Stock reserved for issuance in connection with the Transactions, were registered under the Securities Act of 1933, as ~~Exhibit~~amended, pursuant to SM Energy’s registration statement on Form 99S-4, as amended (File No.1 333-291956), ~~and~~which iswas ~~incorporated~~declared ~~herein~~effective by ~~reference~~the Securities and Exchange Commission (the “SEC”) on December 19, 2025. The joint proxy statement/prospectus included in the registration statement contains additional information about the Mergers.

~~The information in this Item 7.01~~Additionally, ~~including~~at ~~Exhibit 99.1 to this Current Report on Form 8-K, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of~~ the ~~Securities~~ ~~Exchange~~first ~~Act~~effective ~~of 1934~~time, asoutstanding ~~amended~~Civitas ~~(the “Exchange Act”), or otherwise subject to the liabilities of~~equity ~~that~~awards ~~section~~were ~~and~~treated ~~shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933,~~ as ~~amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.~~follows:

~~Forward-Looking~~· ~~Statements~~each outstanding Civitas restricted stock unit award (“Civitas RSU Award”) was assumed by SM Energy and remains subject to the same terms and conditions as were applicable to such Civitas RSU Award as of immediately prior to the first effective time, but was converted into an award with respect to a number of shares of SM Energy Common Stock (rounded up to the nearest whole number of shares) equal to the product of (i) the number of shares of Civitas Common Stock subject to such Civitas RSU Award immediately prior to the first effective time and (ii) the exchange ratio;

~~This~~· ~~Current~~each ~~Report~~outstanding onCivitas ~~Form 8-K~~performance ~~contains “forward-looking~~stock ~~statements”~~unit ~~within~~award ~~the~~(“Civitas ~~meaning~~PSU ofAward”) ~~Section 27A~~was ofassumed ~~the~~by ~~Securities Act and Section 21E of the Exchange Act. All statements, other than statements of historical fact, included in this Current Report on Form 8-K that address events or developments that~~ SM Energy and ~~the~~remains ~~Company~~subject ~~expect, believe, or anticipate will or may occur in the future are forward-looking statements. The words “intend,” “expect,” and similar expressions are intended~~ to ~~identify forward-looking statements. Forward-looking statements in this Current Report on Form 8-K include, but are not limited to, statements regarding~~ the ~~mergers,~~same ~~pro~~terms ~~forma descriptions of the combined company~~ and ~~its~~conditions ~~operations,~~as ~~integration~~were ~~and~~applicable ~~transition plans, synergies, opportunities and anticipated future performance. There are a number of risks and uncertainties that could cause actual results~~ to ~~differ~~such ~~materially~~Civitas ~~from~~PSU ~~the~~Award ~~forward-looking~~as ~~statements included in this Current Report on Form 8-K. These include the expected timing and likelihood~~ of ~~completion~~immediately ofprior ~~the mergers, the ability~~ to ~~successfully integrate~~ the ~~businesses,~~first ~~the~~effective ~~occurrence~~time ~~of any event, change or~~ (other ~~circumstances~~than ~~that~~performance-based ~~could~~vesting ~~give rise to the termination of the Merger Agreement~~conditions), ~~the~~but ~~risk~~was ~~that~~converted ~~the~~into ~~parties~~an ~~may~~award ~~not~~with berespect ~~able~~ to ~~satisfy the conditions to the mergers in~~ a ~~timely manner~~number ~~or at all, risks related to disruption~~ of ~~management~~shares ~~time from ongoing business operations due to the mergers, the risk that any announcements relating to the mergers could have adverse effects on the market price~~ of SM Energy’s ~~common stock or the Company’s~~ Common Stock, ~~the~~(rounded ~~risk~~up ~~that~~to the ~~mergers~~nearest ~~and~~whole ~~their~~number ~~announcement could have an adverse effect on the ability~~ of SMshares) ~~Energy~~equal ~~and the Company~~ to ~~retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally,~~ the ~~risk~~product ~~the pending mergers could distract management~~ of ~~both~~(i) ~~entities and they will incur substantial costs,~~ the ~~risk~~target ~~that~~number ~~problems~~of ~~may~~shares ~~arise in successfully integrating the businesses~~ of ~~the~~Civitas ~~companies,~~Common ~~which~~Stock ~~may~~subject ~~result in the combined company not operating as effectively and efficiently as expected, the risk that the combined company may be unable~~ to ~~achieve synergies or it may take longer than expected to achieve those synergies and other important factors that could cause actual results to differ materially from those projected. All~~ such ~~factors~~Civitas ~~are~~PSU ~~difficult~~Award toas ~~predict~~of ~~and~~immediately ~~are~~prior beyond SM Energy’s or the Company’s control, including those detailed in SM Energy’s annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that are available on its website at sm-energy.com/investors and on the SEC’s website at http://www.sec.gov, and those detailed in the Company’s annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that are available on the Company’s website at ir.civitasresources.com/investor-relations and on the SEC’s website at http://www.sec.gov. All forward-looking statements are based on assumptions that SM Energy and the Company believe to ~~be reasonable but that may not prove to be accurate. Such forward-looking statements are based on assumptions and analyses made by SM Energy and~~ the ~~Company~~first ineffective ~~light~~time ~~of their perceptions of current conditions, expected future developments,~~ and ~~other~~(ii) ~~factors that SM Energy and~~ the ~~Company~~exchange ~~believe~~ratio; ~~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 Current Report on Form 8-K speak as of the date of this Current Report on Form 8-K.

No· ~~Offer~~each oroutstanding ~~Solicitation~~Civitas option award (“Civitas Option Award”) was assumed by SM Energy and remain subject to the same terms and conditions as were applicable to such Civitas Option Award, but was converted into an option to purchase that number of shares of SM Energy Common Stock (rounded down to the nearest whole share) equal to the product of (x) the number of shares of Civitas Common Stock subject to such Civitas Option Award immediately prior to the first effective time and (y) the exchange ratio, at an exercise price per share of SM Energy Common Stock (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such Civitas Option Award divided by (B) the exchange ratio.

~~This~~The ~~Current~~foregoing ~~Report~~description onof ~~Form 8-K~~the isTransactions ~~for~~and ~~informational purposes~~the ~~only~~Merger ~~and~~ Agreement is ~~not~~a ~~intended~~summary toonly, ~~and~~does ~~shall~~ not, ~~constitute~~purport ~~an offer~~ to ~~buy~~be orcomplete, ~~sell~~and oris ~~the~~subject ~~solicitation of an offer~~ to ~~buy~~and orqualified ~~sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities~~ in ~~any~~its ~~jurisdiction~~entirety inby ~~which~~reference ~~such offer, solicitation or sale would be unlawful prior~~ to ~~registration or qualification under~~ the ~~securities~~full ~~laws~~text of ~~any~~the Merger ~~such~~Agreement, ~~jurisdiction. No~~a ~~offering~~copy of ~~securities~~which ~~shall~~is beattached ~~made,~~hereto ~~except~~as byExhibit 2.1 ~~means~~to ofthis aCurrent ~~prospectus~~Report ~~meeting~~on ~~the requirements of Section~~Form 108-K ofand ~~the~~is ~~Securities~~incorporated by ~~Act~~reference herein.

~~Additional~~Item ~~Information~~3.01 ~~and~~Notice ~~Where~~of Delisting or Failure to ~~Find~~Satisfy Ita Continued Listing Rule or Standard; Transfer of Listing.

InPrior ~~connection~~to ~~with~~ the ~~mergers,~~completion SMof ~~Energy has filed with~~ the ~~SEC a registration statement on Form S-4 (No. 333-291956) (the “Registration Statement”) that includes~~Mergers, ashares ~~joint~~of ~~proxy~~Civitas ~~statement~~Common ofStock SMwere ~~Energy~~listed and ~~the~~traded ~~Company~~on ~~and~~the aNew ~~prospectus~~York ofStock SMExchange ~~Energy~~ (the “~~Joint Proxy Statement/Prospectus~~NYSE”)~~. Each~~ ofunder ~~SM Energy and~~ the trading ~~Company~~symbol ~~may~~“CIVI.” ~~also~~In ~~file~~connection ~~other relevant documents~~ with the ~~SEC~~completion ~~regarding~~of the ~~mergers.~~Mergers, ~~This~~Civitas ~~Current~~notified ~~Report on Form 8-K is not a substitute for~~ the ~~Joint~~NYSE ~~Proxy Statement/Prospectus or Registration Statement or any other document~~ that SMeach ~~Energy~~eligible ~~or the Company,~~and asoutstanding ~~applicable,~~share ~~may~~of ~~file~~Civitas ~~with~~Common ~~the~~Stock ~~SEC~~was inconverted ~~connection~~into ~~with~~ the ~~mergers.~~right ~~The~~to ~~Registration~~receive ~~Statement~~1.45 ~~was~~shares ~~declared~~of ~~effective on December 19, 2025, and~~ SM Energy ~~filed~~Common aStock ~~prospectus on December 22, 2025~~ and ~~the Company filed a definitive proxy statement on December 22,~~requested ~~2025.~~that SMNYSE ~~Energy~~withdraw ~~and~~ the ~~Company~~listing ~~commenced mailing~~ of the ~~definitive~~Civitas ~~Joint~~Common ~~Proxy~~Stock. ~~Statement/Prospectus~~Upon toCivitas’ ~~their respective security holders on or about December 22~~request, ~~2025.~~the ~~INVESTORS~~NYSE ~~AND~~filed ~~SECURITY~~a ~~HOLDERS~~notification OFof SMremoval ~~ENERGY AND THE COMPANY ARE URGED TO READ THE REGISTRATION STATEMENT,~~from ~~THE~~listing ~~DEFINITIVE~~on ~~JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY~~Form BE25 ~~FILED~~with ~~WITH~~the ~~THE~~ SEC, ASwith ~~WELL~~respect AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT SM ENERGY, THE COMPANY, THE MERGERS AND RELATED MATTERS. Investors and security holders are able to ~~obtain~~the ~~free~~delisting ~~copies~~ of the ~~Registration~~Civitas ~~Statement~~Common ~~and~~Stock ~~the definitive Joint Proxy Statement/Prospectus, as well as other filings containing important information about SM Energy, the Company~~ and the ~~mergers,~~deregistration ~~once~~of ~~such documents are filed with~~ the ~~SEC~~Civitas ~~through the~~Common ~~website~~Stock ~~maintained~~under bySection 12(b) of the ~~SEC~~Securities atExchange ~~https://www.sec.gov.~~Act ~~Copies~~ of ~~the~~1934, ~~documents~~as ~~filed~~amended ~~with~~ (the ~~SEC~~“Exchange ~~by SM Energy are available free of charge~~Act”). onThe SMCivitas ~~Energy’s~~Common ~~website~~Stock atceased ~~https://www.sm-energy.com/investors.~~being ~~Copies~~traded ofprior ~~the~~to ~~documents filed with~~ the ~~SEC~~opening ~~by the Company are available free~~ of ~~charge on~~ the ~~Company’s~~market ~~website at https://ir.civitasresources.com/investor-relations. The information included~~ on January 30, ~~or accessible through~~2026, SMand ~~Energy’s or the Company’s website~~ is ~~not~~no ~~incorporated~~longer bylisted ~~reference into this Current Report~~ on ~~Form 8-K~~NYSE.

~~Item~~In ~~9.01.~~addition, ~~Financial~~Civitas ~~Statements~~intends to file with the SEC a Form 15 requesting that the reporting of its obligations under Sections 13(a) and ~~Exhibits~~15(d) of the Exchange Act be suspended.

~~(d)~~Item ~~Exhibits~~3.03 Material Modification to Rights of Security Holders.

Exhibit No.		Description
99.1		Joint Press Release of SM Energy Company and Civitas Resources, Inc., dated January 27, 2026.
104		Cover Page Interactive Data File (formatted as Inline XBRL).

The information set forth under the heading “Introduction” and in Item 2.01 and Item 3.01 is incorporated by reference into this Item 3.03.

~~SIGNATURE~~Item 5.01 Changes in Control of Registrant.

~~Pursuant~~The toinformation ~~the~~set ~~requirements~~forth ofunder the ~~Securities Exchange Act of 1934,~~ ~~the~~heading ~~registrant~~“Introduction” ~~has~~and ~~duly~~in ~~caused~~Item ~~this~~2.01 ~~report~~is toincorporated ~~be signed on its behalf~~ by ~~the~~reference ~~undersigned~~into ~~hereunto~~this ~~duly~~Item ~~authorized~~5.01.

	CIVITAS RESOURCES, INC.
Date: January 27, 2026	By:	/s/ Adrian Milton
	Name:	Adrian Milton
	Title:	Senior Vice President, General Counsel and Assistant Corporate Secretary

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

By virtue of the first merger, all of the directors of Civitas ceased to be directors of Civitas and members of any and all committees of Civitas’ board of directors, effective as of the effective time of the first merger. These actions were not a result of any disagreements with Civitas on any matter relating to Civitas’ operations, policies or practices.

By virtue of the first merger, all of the officers of Civitas ceased to hold their respective positions with Civitas, effective as of the effective time of the first merger. These actions were not a result of any disagreements with Civitas on any matter relating to Civitas’ operations, policies or practices.

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

In connection with the consummation of the second merger, the certificate of incorporation and by-laws of SM Energy as in effect immediately prior to the effective time of the second merger, as set forth in Exhibits 3.1, 3.2 and 3.3 and Exhibit 3.4 hereto, respectively, remained the certificate of incorporation and by-laws of SM Energy as the surviving corporation in the second merger.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

2.1	Agreement and Plan of Merger among SM Energy Company, Cars Merger Sub, Inc. and Civitas Resources, Inc., dated as of November 2, 2025 (incorporated by reference to Exhibit 2.1 to Civitas Resources, Inc.’s Current Report on Form 8-K (File No. 001-35371) filed with the SEC on November 3, 2025).

3.1	Restated Certificate of Incorporation of SM Energy Company, as amended through June 1, 2010 (incorporated by reference to Exhibit 3.1 to SM Energy Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 (File No. 001-31539) filed with the SEC on August 3, 2010).

3.2	Certificate of Amendment of Restated Certificate of Incorporation of SM Energy Company, as amended through June 1, 2010, dated May 25, 2023 (incorporated by reference to Exhibit 3.1 to SM Energy Company’s Current Report on Form 8-K (File No. 001-31539) filed with the SEC on May 30, 2023).

3.3	Certificate of Amendment to the Restated Certificate of Incorporation of SM Energy Company (incorporated by reference to Exhibit 3.1 to SM Energy Company’s Current Report on Form 8-K (File No. 001-31539) filed with the SEC on January 30, 2026).

3.4	Amended and Restated By-Laws of SM Energy Company, effective as of February 21, 2017 (incorporated by reference to Exhibit 3.2 to SM Energy Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 001-31539) filed with the SEC on February 23, 2017).

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SM ENERGY COMPANY (as successor in interest to Civitas Resources, Inc.)

Date: January 30, 2026	By:	/s/ James Lebeck
	Name:	James Lebeck
	Title:	Executive Vice President Corporate Development and General Counsel

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