Michael P. Donaldson - Feb 6, 2025 Form 4 Insider Report for EOG RESOURCES INC (EOG)

Role: EVP, Gen. Counsel & Corp Sec.
Signature: Michael E. Montifar, attorney-in-fact for Michael P. Donaldson
Stock symbol: EOG
Transactions as of: Feb 6, 2025
Transactions value $: $0
Form type: 4
Date filed: 2/10/2025, 02:37 PM
Previous filing: Feb 4, 2025
Next filing: Mar 4, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EOG	Common Stock	Award	$0	+25K	+35.96%	$0.00	94.4K	Feb 6, 2025	Direct	F1
holding	EOG	Common Stock						10K	Feb 6, 2025	Family Trust (AD)
holding	EOG	Common Stock						10K	Feb 6, 2025	Family Trust (KD)
holding	EOG	Common Stock						10K	Feb 6, 2025	Family Trust (PD)
holding	EOG	Common Stock						20K	Feb 6, 2025	By Wife

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Reporting Person received an award of 19,976 restricted stock units with performance-based conditions ("Performance Units") on Sept. 27, 2021 ("2021 Award"). The applicable performance metric is the total shareholder return ("TSR") of the Issuer over a 3-year performance period (Jan. 2022 - Dec. 2024) relative to the TSR of each of the Issuer's 9 designated peer companies. Pursuant to the award agreement, between 0% and 200% of the award could be earned based on the Issuer's TSR rank for such performance period. The Issuer's TSR rank and performance multiple (as certified by the Issuer's Compensation and Human Resources Committee on Feb. 6, 2025) was 4 and 125%, respectively. Accordingly, 4,994 Performance Units have been added to the 2021 Award and 24,970 aggregate Performance Units will "cliff" vest on Feb. 28, 2025. The shares of the Issuer's common stock represented by such Performance Units will be distributed to the Reporting Person following such vesting date.

Content

The Reporting Person received an award of 19,976 restricted stock units with performance-based conditions ("Performance Units") on Sept. 27, 2021 ("2021 Award"). The applicable performance metric is the total shareholder return ("TSR") of the Issuer over a 3-year performance period (Jan. 2022 - Dec. 2024) relative to the TSR of each of the Issuer's 9 designated peer companies. Pursuant to the award agreement, between 0% and 200% of the award could be earned based on the Issuer's TSR rank for such performance period. The Issuer's TSR rank and performance multiple (as certified by the Issuer's Compensation and Human Resources Committee on Feb. 6, 2025) was 4 and 125%, respectively. Accordingly, 4,994 Performance Units have been added to the 2021 Award and 24,970 aggregate Performance Units will "cliff" vest on Feb. 28, 2025. The shares of the Issuer's common stock represented by such Performance Units will be distributed to the Reporting Person following such vesting date.