EOG Resources: Submission Of Matters To A Vote Of Security Holders, Other Events

Item 5.07 Submission of Matters to a Vote of Security Holders.2026 Annual Meeting of Stockholders The 2026 annual meeting of stockholders (2026 Annual Meeting) of EOG Resources, Inc. (EOG) was held on May 20, 2026, via live webcast, for the following purposes: (i) to elect nine directors to hold office until EOG’s 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified; (ii) to ratify the appointment by the Audit Committee of the Board of Directors (Board) of Deloitte & Touche LLP, independent registered public accounting firm, as EOG’s auditors for the year ending December 31, 2026; and (iii) to hold a non-binding advisory vote on the compensation of EOG’s named executive officers. At the close of business on March 23, 2026, the record date for the 2026 Annual Meeting, there were 535,715,814 shares of EOG common stock issued, outstanding and entitled to vote at the 2026 Annual Meeting. Proxies for the 2026 Annual Meeting were solicited by EOG's Board pursuant to Regulation 14A under the Securities Exchange Act of 1934 (as amended).Vote Results - Election of DirectorsEach of the nine nominees for director was duly elected by EOG’s stockholders, with votes as follows:NomineeShares For% of Shares VotedShares AgainstShares AbstainingBroker Non-VotesJohn D. Chandler463,782,71599.42%2,696,345202,45623,613,040Janet F. Clark456,655,32397.89%9,835,512190,68123,613,040Charles R. Crisp455,613,89197.66%10,872,161195,46423,613,040Robert P. Daniels461,668,05198.96%4,810,337203,12823,613,040Lynn A. Dugle449,696,70996.39%16,798,920185,88723,613,040C. Christopher Gaut461,477,19898.92%5,011,792192,52623,613,040Michael T. Kerr457,518,66398.07%8,972,299190,55423,613,040Julie J. Robertson460,296,22898.72%5,939,821445,46723,613,040Ezra Y. Yacob454,254,75097.37%12,234,001192,76523,613,040Vote Results - Ratification of Auditors The appointment of Deloitte & Touche LLP, independent registered public accounting firm, as EOG’s auditors for the year ending December 31, 2026, was ratified by EOG’s stockholders, with votes as follows:Shares For% of Shares VotedShares AgainstShares AbstainingBroker Non-Votes471,937,31796.28%18,187,649169,590—Vote Results - “Say-on-Pay” Vote With respect to the non-binding advisory vote on the compensation of EOG’s named executive officers, as disclosed in EOG’s definitive proxy statement for the 2026 Annual Meeting, the compensation of EOG’s named executive officers was approved by EOG’s stockholders by the following vote: Shares For% of Shares VotedShares AgainstShares AbstainingBroker Non-Votes450,409,04696.58%15,902,955369,51523,613,0402Item 8.01 Other Events.As previously reported, EOG’s Board has established a share repurchase authorization that allows for the repurchase by EOG of up to $10 billion of its common stock (Share Repurchase Authorization). For further information regarding the Share Repurchase Authorization, see Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, in EOG’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026. As of March 31, 2026, (i) EOG had repurchased approximately 59.4 million shares at a total cost of approximately $7.1 billion (inclusive of commissions and transaction fees) under the Share Repurchase Authorization and (ii) approximately $2.9 billion remained available for repurchases under the Share Repurchase Authorization. On and effective May 20, 2026, the Board increased the Share Repurchase Authorization from $10 billion to $20 billion. This increase of $10 billion is additive to, and supplements, the amount remaining available for repurchases under the Share Repurchase Authorization.3SIGNATURESPursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EOG RESOURCES, INC.(Registrant) Date: May 21, 2026By:/s/ ANN D. JANSSENAnn D. JanssenExecutive Vice President and Chief Financial Officer(Principal Financial Officer and Duly Authorized Officer)4

EOG Resources: Submission Of Matters To A Vote Of Security Holders, Other Events

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