Item 5.02  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective November 22, 2021, the Board of Directors ("Board") of SM Energy
Company ("Company") appointed Anita M. Powers to serve as a director of the
Company until the next annual meeting of the Company's stockholders, or until
her successor is elected and qualified or her earlier resignation or removal.
The Board also appointed Ms. Powers to serve on its Audit Committee and
Compensation Committee. There is no understanding or arrangement between Ms.
Powers and any other person pursuant to which Ms. Powers was appointed.
The Board determined that Ms. Powers is an independent director within the
meaning of the Securities Exchange Act of 1934, as amended ("Exchange Act"), the
rules and regulations promulgated by the Securities and Exchange Commission
thereunder, and the listing standards of the New York Stock Exchange. Ms. Powers
has not entered into any related party transactions with the Company that
require disclosure pursuant to 404(a) of Regulation S­K.
Ms. Powers retired from Occidental Petroleum Corporation in 2016, where she
served as the Executive Vice President of Worldwide Exploration for Occidental
Oil and Gas Corporation and Vice President of Occidental Petroleum Corporation,
roles that she held since 2007. Ms. Powers previously served as a director of
California Resources Corporation from 2017 to 2020 and has served as a member of
EQT Corporation's board of directors since 2018.
In connection with her service as a member of the Board, under the Company's
Equity Incentive Compensation Plan, Ms. Powers was granted 2,715 shares of the
Company's common stock, which represents a pro rata portion of the $160,000 in
value of the Company's common stock granted to each director for service from,
on and including, May 28, 2021, until May 27, 2022. In addition, Ms. Powers was
paid approximately $46,000, representing a pro rata portion of the annual
retainer paid to non-employee directors, and will receive reimbursement for any
out-of-pocket expenses, in accordance with the Company's policies.
Item 7.01  Regulation FD Disclosure.
On November 24, 2021, the Company issued a press release announcing that Ms.
Powers had been appointed to the Board. A copy of the press release is furnished
hereto as Exhibit 99.1. In accordance with General Instruction B.2. of Current
Report on Form 8-K, this press release is deemed to be "furnished" and shall not
be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise
subject to the liabilities of that section, nor shall such information or
Exhibit be deemed incorporated by reference in any filing under the Securities
Act or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
Item 9.01  Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number           Description
  99.1                     Press release of SM Energy Company dated November 24, 2021, entitled "SM
                         Energy Announces Appointment of Director"
104                      Cover Page Interactive Data File (formatted as Inline XBRL and included as
                         Exhibit 101)

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