SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Lutey Mary Ellen

(Last)

(First)

(Middle)

1775 SHERMAN STREET

SUITE 1200

(Street)

DENVER

80203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/05/2012

3. Issuer Name and Ticker or Trading Symbol
SM Energy Co [ SM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP & Regional Manager

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock; $.01 Par Value	11,993	D
Common Stock; $.01 Par Value	7,125	I	By husband⁽⁴⁾
Common Stock; $.01 Par Value	1,000	I	Jointly with husband

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	614	⁽¹⁾	D
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock	410	⁽¹⁾	I	By husband⁽⁴⁾
Restricted Stock Units	⁽²⁾	⁽²⁾	Common Stock	485	⁽²⁾	D
Restricted Stock Units	⁽²⁾	⁽²⁾	Common Stock	377	⁽²⁾	I	By husband⁽⁴⁾
Restricted Stock Units	⁽²⁾	⁽²⁾	Common Stock	79	⁽²⁾	D
Restricted Stock Units	⁽²⁾	⁽²⁾	Common Stock	61	⁽²⁾	I	By husband⁽⁴⁾
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	1,120	⁽³⁾	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock	891	⁽³⁾	I	By husband⁽⁴⁾

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vests over a three year period, with 1/7th vesting on July 1, 2011, 2/7th vesting on July 1, 2012, and 4/7th vesting on July 1, 2013. The vested shares will be issued to the reporting person on the vesting dates, at which time all restrictions on the vested shares will lapse.

2. Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vests over a three year period, with 1/7th vesting on July 1, 2012, 2/7th vesting on July 1, 2013, and 4/7th vesting on July 1, 2014. The vested shares will be issued to the reporting person on the vesting dates, at which time all restrictions on the vested shares will lapse.

3. Each restricted stock unit represents a contingent right to receive one share of stock. The restricted stock unit grant vests in three equal annual installments beginning July 1, 2013. The vested shares will be issued to the reporting person on the vesting dates, at which time all restrictions on the vested shares will lapse.

4. The reporting person's husband is also employed by the issuer and receives restricted stock units from the issuer as part of his compensation.

Remarks:

	Karin M. Writer (Attorney-In-Fact)	12/13/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.