SM Energy Company
02/09/2026 | Press release | Distributed by Public on 02/09/2026 08:04
Change in Certifying Accountants (Form 8-K)
Item 4.01 Change in Registrant's Certifying Accountant.
On February 4, 2026, the Audit Committee of the Board of Directors (the "Audit Committee") of SM Energy Company (the "Company") dismissed Ernst & Young LLP ("EY") as the Company's independent registered public accounting firm, and appointed Deloitte & Touche LLP ("Deloitte") for the fiscal year ending December 31, 2026. The change is effective upon the completion of EY's audit of the Company's consolidated financial statements for the year ended December 31, 2025.
EY's audit report on the Company's consolidated financial statements for the fiscal years ended December 31, 2024, and 2023, did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principle.
During the fiscal years ended December 31, 2024, and 2023, and in the subsequent interim period through February 4, 2026, the date of EY's dismissal, there were (i) no disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and EY on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of EY would have caused EY to make reference to the subject matter thereof in connection with its reports on the consolidated financial statements of the Company for such years, and (ii) no "reportable events" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
The Company provided EY with a copy of this Current Report on Form 8-K ("Form 8-K") and requested that EY provide the Company with a letter addressed to the U.S. Securities and Exchange Commission stating whether or not EY agrees with the above disclosures. A copy of EY's letter, dated February 9, 2026, is attached as Exhibit 16.1 to this Form 8-K.
During the fiscal years ended December 31, 2024, and 2023, and in the subsequent interim period through February 4, 2026, neither the Company, nor any party on behalf of the Company, consulted with Deloitte with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of the audit opinion that might be rendered with respect to the Company's consolidated financial statements, and no written report or oral advice was provided to the Company by Deloitte that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any matter that was subject to any disagreement (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
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