Michael P. Donaldson - Feb 8, 2024 Form 4 Insider Report for EOG RESOURCES INC (EOG)

Role: EVP, Gen. Counsel & Corp Sec
Signature: Christina Byrom, attorney-in-fact for Michael P. Donaldson
Stock symbol: EOG
Transactions as of: Feb 8, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/12/2024, 05:36 PM
Previous filing: Feb 1, 2024
Next filing: Feb 29, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EOG	Common Stock	Award	$0	+4.99K	+4.75%	$0.00	110K	Feb 8, 2024	Direct	F1
holding	EOG	Common Stock						8K	Feb 8, 2024	Family Trust (AD)
holding	EOG	Common Stock						8K	Feb 8, 2024	Family Trust (KD)
holding	EOG	Common Stock						8K	Feb 8, 2024	Family Trust (PD)

* 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 Performance Units on Sept. 28, 2020 ("Sept. 2020 Award"). The performance metric applicable to this award is the total shareholder return ("TSR") of the Issuer over a 3-year performance period (Jan. 2021 through Dec. 2023) relative to the TSR of each of the Issuer's nine designated peer companies. Pursuant to the terms of 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. 8, 2024) was 8 and 25%, respectively. Accordingly, 14,982 Performance Units have been deducted from the Sept. 2020 Award and 4,994 aggregate Performance Units will "cliff" vest on Feb. 28, 2024. 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 Performance Units on Sept. 28, 2020 ("Sept. 2020 Award"). The performance metric applicable to this award is the total shareholder return ("TSR") of the Issuer over a 3-year performance period (Jan. 2021 through Dec. 2023) relative to the TSR of each of the Issuer's nine designated peer companies. Pursuant to the terms of 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. 8, 2024) was 8 and 25%, respectively. Accordingly, 14,982 Performance Units have been deducted from the Sept. 2020 Award and 4,994 aggregate Performance Units will "cliff" vest on Feb. 28, 2024. The shares of the Issuer's common stock represented by such Performance Units will be distributed to the Reporting Person following such vesting date.