[Form 4] EOG RESOURCES INC Insider Trading Activity

Rhea-AI Filing Summary

Ezra Y. Yacob, Chairman & CEO of EOG Resources, received a non-cash grant and reported a stock award on Form 4. The filing shows an acquisition of 41,940 shares of EOG common stock on 09/26/2025 at a reported price of $0, leaving the reporting person with 260,457.143 shares beneficially owned. The filing also discloses an additional award of 62,910 restricted stock units with performance-based conditions granted effective 09/26/2025, which the filer states is not yet reportable on Form 4. The Form 4 was signed by an attorney-in-fact on 09/30/2025.

Positive

• 41,940 shares were acquired by the reporting person, increasing direct beneficial ownership to 260,457.143 shares
• An additional 62,910 performance-based restricted stock units were awarded effective 09/26/2025, aligning executive pay with performance

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity award and reported stock acquisition; disclosure aligns with compensation practices.

The filing documents a standard executive equity grant and an associated share award for the Chairman & CEO. The reported 41,940 shares at $0 suggests these were issued as part of a compensation award rather than an open-market purchase. The additional 62,910 performance-based restricted stock units indicate a performance-linked component to pay, but details on performance metrics and vesting are not provided in this Form 4. Disclosure timing appears consistent with Section 16 reporting requirements; no regulatory or governance concerns are evident from the text.

Securities Analyst

TL;DR: Insider received equity grants; change modest relative to total outstanding shares (not quantified here).

The report shows an increase in the reporting person's beneficial ownership to 260,457.143 shares following a 41,940-share award and notes an additional 62,910 performance units granted but not yet reportable. The Form 4 provides concrete counts and dates but does not state the issuance rationale beyond the omnibus plan or the vesting schedule for the performance units. Without information on EOG's total outstanding shares or value of the awards, the investor impact cannot be quantified from this filing alone.

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).

1. Name and Address of Reporting Person^*

Yacob Ezra Y

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/26/2025

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	09/26/2025		A		41,940(1)	A	$0	260,457.143	D

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. In addition to the reported award, the Reporting Person received an award of 62,910 restricted stock units with performance-based conditions ("performance units"), effective September 26, 2025, pursuant to the EOG Resources, Inc. 2021 Omnibus Equity Compensation Plan, which award is not yet reportable on Form 4.

	Michael E. Montifar, attorney-in-fact for Ezra Y. Yacob	09/30/2025
	** 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

What did EOG insider Ezra Y. Yacob report on Form 4 (EOG)?

The Form 4 reports an acquisition of 41,940 shares on 09/26/2025, resulting in 260,457.143 shares beneficially owned.

Did the Form 4 disclose any performance-based awards for EOG's CEO?

Yes, the filing states an award of 62,910 restricted stock units with performance-based conditions was granted effective 09/26/2025 and is not yet reportable on Form 4.

What price was reported for the shares acquired by Ezra Y. Yacob?

The reported price for the 41,940 shares acquired on 09/26/2025 is shown as $0 in the filing.

Who signed the Form 4 for Ezra Y. Yacob and when?

The Form 4 was signed by Michael E. Montifar, attorney-in-fact for Ezra Y. Yacob, on 09/30/2025.