SM

Business Context and Reporting Period

Company: SM Energy Company
Filing Type: Form 8-K (Current Report)
Date of Report: October 13, 2025 (Event Date); Signed October 16, 2025
Context: The filing reports the entry into a material definitive agreement regarding the company's credit facilities and the completion of a semi-annual borrowing base redetermination.

Key Financial Metrics and Agreements

• Credit Agreement Amendment: Entered into a Third Amendment to the Seventh Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as administrative agent.
• Borrowing Base: The lender group unanimously reaffirmed the borrowing base (specific dollar amount not disclosed in this filing).
• Debt Structure: The amendment addresses the interaction between the Credit Agreement and outstanding Senior Unsecured Notes.
• Financial Performance: This filing does not provide specific revenue, profit, cash flow, or margin data.

Material Changes Versus Prior Period

The primary material change is the modification of the "springing maturity" provision within the Credit Agreement:

• Previous Provision: The Credit Agreement previously accelerated the October 1, 2029, maturity date if senior indebtedness exceeding $50,000,000 was not repaid or refinanced 91 days prior to the Senior Notes' maturity.
• New Provision: The Third Amendment eliminates the prior provision. The maturity date will now only accelerate if:
  1. The outstanding balance of all Senior Notes and other unsecured indebtedness maturing within 91 days exceeds $50,000,000 in aggregate; AND
  2. The Company's borrowing availability under the Credit Agreement (less the aggregate amount of such maturing debt) is less than 20% of the current revolving loan commitment amount.

Guidance, Outlook, and Risks

• Management Commentary: The filing references a press release (Exhibit 99.1) confirming the unanimous reaffirmation of the borrowing base and approval of the amendment.
• Risks and Contingencies: The amendment introduces a liquidity-based trigger for maturity acceleration, requiring the company to maintain a minimum 20% borrowing availability buffer relative to its revolving commitment when significant unsecured debt is nearing maturity.
• Unusual Items: None reported in this specific filing.

Investor Verification Checklist

• Verify the specific dollar amount of the reaffirmed borrowing base in the attached press release (Exhibit 99.1).
• Confirm the current outstanding balance of Senior Notes and other unsecured indebtedness maturing within 91 days.
• Assess the current borrowing availability under the Credit Agreement to ensure it meets the new 20% threshold requirement.
• Review the full text of the Third Amendment (Exhibit 10.1) for any additional covenants or conditions not summarized here.