CIVITAS RESOURCES, INC.·4

Jan 30, 2:57 PM ET

Hudak Carrie L 4

Research Summary

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Civitas (CIVI) Director Carrie Hudak Disposes 42,017 Shares

What Happened

  • Carrie L. Hudak, a director of Civitas Resources, Inc., recorded a disposition to the issuer of 42,017 shares on 2026-01-30 (transaction code D). No per‑share sale price is reported in the Form 4 because the disposition occurred in connection with the company’s merger into SM Energy.
  • Under the merger terms, each Civitas share was converted into the right to receive 1.45 shares of SM Energy. Using SM Energy’s closing price on 2026-01-29 ($18.87), the implied value per Civitas share is about $27.36 and the total implied value is approximately $1.15 million (42,017 × 1.45 × $18.87). This is an indicative calculation; the Form 4 itself shows “N/A” for price.

Key Details

  • Transaction date: 2026-01-30; Form filed same day (timely).
  • Reported transaction type: D (Disposition to the issuer — typically reflects surrender/conversion in a merger, not an open‑market sale).
  • Shares disposed: 42,017; per‑share price: N/A in filing.
  • Shares owned after transaction: not specified in this Form 4.
  • Notable footnotes: F1–F2 explain the Merger Agreement with SM Energy and that Civitas awards/units were converted/assumed by SM Energy (each Civitas share/unit × 1.45, with DSU awards rounded up).
  • No 10b5‑1 plan, tax‑withholding sale, or late filing is indicated in the filing.

Context

  • A “Disposition to the issuer” in a merger context means the insider’s Civitas shares/units were surrendered or converted under the merger agreement rather than sold on the open market; it does not necessarily reflect insider sentiment about the combined company.
  • For retail investors, note this is a corporate‑action conversion tied to the SM Energy acquisition; any realized value depends on the merger mechanics and the actual consideration received.