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
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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*
Helms Lloyd W Jr
(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)
President & COO
3. Date of Earliest Transaction (Month/Day/Year)
11/07/2022
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 11/07/2022 M 14,467 A $127 167,889.149 D
Common Stock 11/07/2022 D 12,596 D $145.87 155,293.149 D
Common Stock 11/07/2022 F 736 D $145.87 154,557.149 D
Common Stock 11/07/2022 M 6,157 A $75.09 160,714.149 D
Common Stock 11/07/2022 D 3,170 D $145.87 157,544.149 D
Common Stock 11/07/2022 F 1,176 D $145.87 156,368.149 D
Common Stock 11/07/2022 M 6,030 A $37.44 162,398.149 D
Common Stock 11/07/2022 D 1,546 D $146.12 160,852.149 D
Common Stock 11/07/2022 F 1,764 D $146.12 159,088.149 D
Common Stock 11/07/2022 S 2,400 D $146.0805 156,688.149 D
Common Stock 11/07/2022 S 20 D $146.083 156,668.149 D
Common Stock 11/07/2022 S 200 D $146.085 156,468.149 D
Common Stock 11/07/2022 S 100 D $146.09 156,368.149 D
Common Stock 11/07/2022 M 6,029 A $81.81 162,397.149 D
Common Stock 11/07/2022 D 3,382 D $145.87 159,015.149 D
Common Stock 11/07/2022 F 1,042 D $145.87 157,973.149 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
Stock Appreciation Rights $127 11/07/2022 M 14,467 09/27/2019(1) 09/27/2025 Common Stock 14,467 $0 0 D
Stock Appreciation Rights $75.09 11/07/2022 M 6,157 09/26/2022(2) 09/26/2026 Common Stock 6,157 $0 0 D
Stock Appreciation Rights $37.44 11/07/2022 M 6,030 09/28/2022(3) 09/28/2027 Common Stock 6,030 $0 6,049 D
Stock Appreciation Rights $81.81 11/07/2022 M 6,029 09/27/2022(4) 09/27/2028 Common Stock 6,029 $0 12,079 D
Explanation of Responses:
1. The SARs granted became exercisable in increments of 33%, 33% and 34% on each of the first three anniversaries, respectively, of the September 27, 2018 date of grant. The SARs granted became fully exercisable on September 27, 2021. This exercise did not involve any open-market sale of the Issuer's Common Stock.
2. The SARs granted became exercisable in increments of 33%, 33% and 34% on each of the first three anniversaries, respectively, of the September 26, 2019 date of grant. The SARs granted became fully exercisable on September 26, 2022. This exercise did not involve any open-market sale of the Issuer's Common Stock.
3. The SARs granted become exercisable in increments of 33.3%, 33.3% and 33.4% on each of the first three anniversaries, respectively, of the September 28, 2020 date of grant. The SARs granted will become fully exercisable on September 28, 2023.
4. The SARs granted become exercisable in increments of 33.3%, 33.3% and 33.4% on each of the first three anniversaries, respectively, of the September 27, 2021 date of grant. The SARs granted will become fully exercisable on September 27, 2024. This exercise did not involve any open-market sale of the Issuer's Common Stock.
Vicky Strom, attorney-in-fact for Lloyd W. Helms, Jr. 11/08/2022
** 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).
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