Sec Form 4 Filing - Helms Lloyd W Jr @ EOG RESOURCES INC - 2022-11-07

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Helms Lloyd W Jr 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 (Last) (First) (Middle) 1111 BAGBY, SKY LOBBY 2 3. Date of Earliest Transaction (MM/DD/YY) 11/07/2022 (Street) HOUSTON, TX77002 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Helms Lloyd W Jr 1111 BAGBY, SKY LOBBY 2 HOUSTON, TX77002 President & COO Signatures Vicky Strom, attorney-in-fact for Lloyd W. Helms, Jr. 11/08/2022 Signature of Reporting Person Date

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.

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