Insider Filing: EOG Officer Donaldson Charitable Gift of 10k Shares

Rhea-AI Filing Summary

Form 4 snapshot – EOG Resources, Inc. (EOG)

On 06/18/2025, Executive Vice President, General Counsel & Corporate Secretary Michael P. Donaldson reported a transaction coded G, indicating a charitable gift. The filing shows that 10,000 shares of EOG common stock were transferred at a price of $0. Per the explanation, the shares were gifted by the reporting person’s wife to a donor-advised charitable fund.

Post-transaction ownership

• Directly held: 85,916.499 shares
• Indirectly held by spouse: 10,000 shares
• Indirectly held through Family Trust 1: 10,000 shares
• Indirectly held through Family Trust 2: 10,000 shares
• Indirectly held through Family Trust 3: 10,000 shares

No derivative securities were reported, and no other acquisitions or dispositions were disclosed. The filing was signed on 06/20/2025 by attorney-in-fact Michael E. Montifar.

This transaction reflects a philanthropic transfer rather than a market sale or purchase and therefore does not alter the company’s public float or provide immediate price-sensitive information for shareholders.

Insights

Corporate Governance Analyst

TL;DR: EVP gifted 10k shares; no cash sale, neutral signal.

The Form 4 discloses a Rule 10b5-1-compliant gift of 10,000 EOG shares by the spouse of EVP Michael P. Donaldson to a charitable donor-advised fund. Because the transaction is coded G, it is a non-market disposition executed at $0, implying no monetary gain and no direct insight into the executive’s valuation outlook. Following the transfer, Mr. Donaldson still controls 85,916.499 shares directly and a total of 40,000 shares indirectly via spouse and three family trusts, maintaining substantial exposure to EOG’s equity. No derivative positions were reported, and the filing contains no red flags such as pledging or accelerated sales. Overall, the event is administratively routine and unlikely to influence investor sentiment or the stock’s supply-demand dynamics.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Donaldson Michael P

(Last) (First) (Middle)

1111 BAGBY, SKY LOBBY 2

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EOG RESOURCES INC [ EOG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Gen. Counsel & Corp Sec.

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/18/2025		G(1)		10,000	D	$0	10,000	I	By Wife
Common Stock								85,916.499	D
Common Stock								10,000	I	Family Trust 1
Common Stock								10,000	I	Family Trust 2
Common Stock								10,000	I	Family Trust 3

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects a gift of shares of the Issuer's common stock by the Reporting Person's wife to a charitable donor-advised fund.

	Michael E. Montifar, attorney-in-fact for Michael P. Donaldson	06/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many EOG shares did EVP Michael P. Donaldson gift on 06/18/2025?

The Form 4 shows a gift of 10,000 common shares at a price of $0.

What is the insider’s remaining direct ownership in EOG (EOG) after the transaction?

Michael P. Donaldson directly owns 85,916.499 shares following the reported gift.

Were any derivative securities involved in this Form 4 filing for EOG?

No. No derivative securities were acquired, disposed of, or held according to the filing.

What was the transaction code in the EOG Form 4 and what does it signify?

The filing uses Code G, which signifies a charitable gift of equity rather than a market sale or purchase.

When was the Form 4 for EOG Resources signed and filed?

The document was signed on 06/20/2025 by attorney-in-fact Michael E. Montifar for Michael P. Donaldson.