[Form 4] EOG RESOURCES INC Insider Trading Activity

Rhea-AI Filing Summary

Jeffrey R. Leitzell, EVP & COO of EOG Resources Inc. (EOG), reported a transaction dated 09/29/2025 on Form 4 showing a disposition of 2,230 shares of EOG common stock at a price of $113.35 per share. The filing explains this sale relates to the vesting of 5,665 restricted shares on the same date. After the reported transaction the filing lists total beneficial ownership of 58,855.343 shares, held directly. The Form 4 was signed by attorney-in-fact Michael E. Montifar and filed on 10/01/2025.

Positive

• Timely disclosure of the insider transaction via Form 4, filed on 10/01/2025
• Clear explanation that the disposition relates to the vesting of restricted shares, improving transparency

Negative

• Insider sale of 2,230 shares could be perceived negatively by some investors despite being tied to vesting

Insights

Securities Analyst

TL;DR: Officer sold vested restricted shares; transaction appears routine and disclosed under Section 16.

The reported disposal of 2,230 shares at $113.35 ties directly to the vesting of 5,665 restricted shares on 09/29/2025, suggesting the sale was to monetize a portion of vested compensation rather than an open-market strategic move. The filing shows continued direct beneficial ownership of 58,855.343 shares, indicating the officer retains meaningful holdings. From a trading-impact perspective, the size of the sale relative to total outstanding EOG shares is immaterial and the timely Form 4 filing maintains regulatory compliance.

Corporate Governance Expert

TL;DR: Transaction reflects standard post-vesting disposition; disclosure complies with reporting requirements.

The Form 4 identifies the reporting person as EVP & COO and documents the relationship and nature of the transaction with an explicit explanation that the disposal relates to vested restricted shares. The signature by an attorney-in-fact and filing date of 10/01/2025 indicate the required disclosure steps were completed. There is no indication in the filing of accelerated vesting, related-party transfers, or unusual derivative activity.

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
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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^*

Leitzell Jeffrey R.

(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 & COO

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025

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	09/29/2025		F		2,230(1)	D	$113.35	58,855.343	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. Relates to the vesting of 5,665 restricted shares on September 29, 2025.

	Michael E. Montifar, attorney-in-fact for Jeffrey R. Leitzell	10/01/2025
	** 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 Jeffrey R. Leitzell report on Form 4?

He reported a disposition of 2,230 shares on 09/29/2025 at $113.35 per share, related to the vesting of 5,665 restricted shares.

How many EOG shares does Jeffrey R. Leitzell beneficially own after the transaction?

The filing lists 58,855.343 shares of common stock beneficially owned following the reported transaction.

When was the Form 4 filed for the EOG transaction?

The Form 4 was signed and filed on 10/01/2025 by attorney-in-fact Michael E. Montifar.

Was the sale related to compensation or open-market trading?

The filing states the disposition relates to the vesting of restricted shares, indicating it arose from compensation vesting.

Does the Form 4 show any derivative transactions for this reporting person?

No derivative securities are reported in Table II; only a non-derivative disposition is documented in Table I.