EOG RESOURCES INC — Director's Dealing 2025

Feb 10, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EOG RESOURCES INC (EOG)
CIK: 0000821189
Period of Report: 2025-02-06

Reporting Person: Donaldson Michael P (EVP, Gen. Counsel & Corp Sec.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-06	Common Stock	A	24970	—	Acquired	94403.121	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10000	Indirect
Common Stock	10000	Indirect
Common Stock	10000	Indirect
Common Stock	20000	Indirect

Footnotes

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.