Form 8-K 4.17.14
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
Date of Report (Date of earliest event reported)
April 17, 2014 (April 15, 2014)
SM Energy Company
(Exact name of registrant as specified in its charter)
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Delaware | 001-31539 | 41-0518430 |
(State or other jurisdiction | (Commission | (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
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1775 Sherman Street, Suite 1200, Denver, Colorado (Address of principal executive offices) | 80203 (Zip Code) |
Registrant’s telephone number, including area code: (303) 861-8140
Not applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
[_] 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))
Item 7.01 Regulation FD Disclosure.
In accordance with General Instruction B.2. of Form 8-K, the following information, including Exhibits 99.1, 99.2, and 99.3, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and Exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On April 15, 2014, SM Energy Company (the “Company”) issued a press release announcing that the Company's Board of Directors approved a semi-annual cash dividend of $0.05 per share of common stock outstanding. The dividend will be paid on May 7, 2014, to stockholders of record as of the close of business on April 25, 2014. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
On April 16, 2014, the Company issued a press release announcing that the Company has scheduled a teleconference on April 30, 2014, to discuss its earnings for the first quarter of 2014 and certain other operational matters. A copy of the press release is furnished as Exhibit 99.2 to this report and is incorporated by reference herein.
On April 17, 2014, the Company issued a press release announcing that as the result of its conversations with Mercy Investments, Mercy has elected to withdraw its stockholder resolution concerning a Climate Change Mitigation Plan proposed to be submitted at the Company’s 2014 Annual Meeting of Stockholders. A copy of the press release is furnished as Exhibit 99.3 to this report and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
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(d) | Exhibits. | The following exhibits are furnished as part of this report: |
| Exhibit 99.1 | Press release of the SM Energy Company dated April 15, 2014, entitled “SM Energy Declares Semi-Annual Cash Dividend” |
| Exhibit 99.2 | Press release of SM Energy Company dated April 16, 2014, entitled “SM Energy Schedules First Quarter 2014 Earnings Conference Call” |
| Exhibit 99.3 | Press release of the SM Energy Company dated April 17, 2014, entitled “SM Energy Announces Plans to Collect and Disclose Emissions Data, Resulting in Withdrawal of Stockholder Climate Change Proposal” |
SIGNATURES
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.
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| | | SM ENERGY COMPANY |
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Date: | April 17, 2014 | By: | /s/ PATRICK A. LYTLE |
| | | Patrick A. Lytle |
| | | Financial Reporting Manager and Assistant Secretary |