EOG RESOURCES INC — Director's Dealing 2014

Aug 27, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EOG RESOURCES INC (EOG)
CIK: 0000821189
Period of Report: 2014-08-25

Reporting Person: Thomas William R. (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-25	Common Stock	M	16000	$36.915	Acquired	452505	Direct
2014-08-25	Common Stock	D	5494	$107.52	Disposed	447011	Direct
2014-08-25	Common Stock	F	4407	$107.52	Disposed	442604	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-25	Stock Appreciation Rights	$36.915	M	16000	Disposed	2014-09-20	Common Stock (16000)	Direct

Footnotes

F1: Represents the shares of the Issuer's Common Stock transferred to the Issuer in satisfaction of the exercise price of the SARs.

F2: Represents the shares of the Issuer's Common Stock withheld by the Issuer in payment of applicable taxes arising in connection with the reported SARs exercise.

F3: The exercise price of, and securities underlying, this grant have been adjusted in connection with the 2-for-1 stock split (in the form of a stock dividend) of the Issuer's Common Stock, effective March 31, 2014.

F4: The SARs became exercisable in 25 percent increments beginning one year from the September 20, 2007 date of grant and on the next three grant date anniversaries. The SARs became fully exercisable on September 20, 2011.