EOG Resources (EOG) 10-K risk factor changes: FY2024 vs FY2023

- worldwide economic conditions, geopolitical factors and political conditions, including, but not limited to, the imposition of tariffs or trade or other economic [removed: sanctions,] [added: sanctions and] political instability or armed conflict in oil and gas producing regions;

- the [removed: duration and] economic and financial impact of epidemics, pandemics or other public health issues, such as the COVID-19 [removed: pandemic;][added: pandemic.]

- the nature and extent of governmental regulation, including environmental and other climate change-related regulation, regulation of financial [added: and other] derivative transactions and hedging activities, tax laws and regulations and laws and regulations with respect to the import and export of crude oil, NGLs, and natural gas and related commodities;

- the level and effect of trading in commodity futures markets, including trading by commodity price speculators and others; [removed: and]

- natural disasters, weather conditions and changes in weather [removed: patterns.][added: patterns, each of which may be exacerbated by climate change; and]

The above-described factors and the volatility of commodity prices make it difficult to predict crude oil, NGLs and natural gas prices in [removed: 2024] [added: 2025] and thereafter.

Substantial and extended declines in the prices of these commodities can render uneconomic a portion of our exploration, development and exploitation projects, resulting in our having to make downward adjustments [added: (“write-downs”)] to our estimated reserves and also possibly shut [removed: in] [added: in,] or plug and [removed: abandon] [added: abandon,] certain wells.

In addition, significant prolonged decreases in commodity prices may cause the expected future cash flows from our properties to fall below their respective net book values, which would require us to [removed: write down] [added: recognize an impairment expense in respect of] the value of our properties.

Beginning in the second half of 2021 and continuing, to a lesser degree, through the first [removed: three months] [added: quarter] of 2023, we, similar to other companies in our industry, experienced inflationary pressures on our operating costs and capital expenditures - namely the costs of fuel, steel (i.e., wellbore tubulars and facilities manufactured using steel), labor and drilling and completion services.

While such inflationary pressures diminished [added: beginning] in [removed: 2023,] the [added: second quarter of 2023 and throughout fiscal year 2024 (and, in certain instances, EOG has seen a decline in prices), the] market for such materials, services and labor continues to fluctuate and, as a result, the timing and impact of any price changes on our future operating costs and capital expenditures is uncertain.

We have undertaken, and plan to continue with, certain initiatives and actions (such as agreements with service providers to secure the costs and availability of services) to mitigate any [removed: such] [added: future] inflationary [removed: pressures.][added: pressures (such as from tariffs).]

We make, and expect to continue to make, substantial capital expenditures for the acquisition, exploration, development and production of crude oil, NGLs and natural gas [removed: reserves.][added: reserves as well as for the gathering, processing and transportation of our production volumes.]

A substantial increase in interest rates would decrease our net cash flows available for [removed: reinvestment.][added: reinvestment (and, as noted above, for the payment of regular and special dividends on our common stock and for the repurchase of shares of our common stock).]

Any of these factors could have a material and adverse effect on our business, financial condition and results of [removed: operations.][added: operations and, in turn, the trading price of our common stock.]

[removed: Specifically,] [added: For example,] certain financial [removed: institutions (including certain] [added: institutions,] investment advisors and sovereign wealth, pension and endowment [removed: funds),] [added: funds,] in response to concerns related to climate change and the requests and other influence of environmental groups and similar stakeholders, have elected to shift some or all of their investments and financing away from oil and gas-related [removed: sectors; such trend may be accelerated by the extensive climate-related disclosure requirements discussed below.][added: sectors.]

[removed: Further, additional] [added: Additional] financial institutions and other investors may elect to do likewise [removed: in the future] or may impose more stringent conditions with respect to investments in, and financing of, oil and gas-related sectors.

Estimating quantities of crude oil, NGLs and natural gas reserves and [added: the] future net cash flows from such reserves is a complex, inexact process.

Also, the data for a given reservoir may also change substantially over time as a result of numerous [removed: factors] [added: factors,] including, but not limited to, additional development activity, evolving production history, [added: crude oil and condensate, NGLs and natural gas prices,] continual reassessment of the viability of production under varying economic conditions and improvements and other changes in geological, geophysical and engineering evaluation methods.

[removed: Our actual] [added: The quantities of] reserves [added: ultimately recovered] and [added: the] future net cash flows from such reserves most likely will vary from our estimates.

Any significant variance, including any significant downward revisions [added: (“write-downs”)] to our existing reserve estimates, could materially and adversely affect our business, financial condition and results of operations and, in turn, the trading price of our common stock.

Maintaining our production of crude oil, NGLs and natural gas at, or increasing our production from, current [removed: levels,] [added: level,] is, therefore, highly dependent upon our level of success in acquiring or finding additional reserves, which may be adversely impacted by bans or restrictions on leasing and/or drilling.

Regular and special dividends on our common stock [added: and repurchases of our common stock] are authorized and determined by our Board in its sole discretion and depend upon a number of factors, including:

[removed: We expect to continue to pay dividends to our stockholders; however,] [added: Accordingly,] our Board may reduce our dividends or cease declaring dividends at any time, including if it determines that our current or forecasted future cash flows provided by our operating activities (after deducting our capital expenditures and other commitments requiring cash) are not sufficient to pay our desired levels of dividends to our stockholders or to pay dividends to our stockholders at all.

In November 2021, our Board established a share repurchase authorization [removed: that allows] [added: allowing] for the repurchase by us of up to $5 billion of our common [removed: stock (November 2021] [added: stock, which was subsequently increased by the Board, from $5 billion to $10 billion, in November 2024 (Share Repurchase] Authorization).

Beginning in March 2023, we have repurchased shares from time to time under the [removed: November 2021] [added: Share Repurchase] Authorization.

For further discussion regarding the [removed: November 2021] [added: Share Repurchase] Authorization and our share repurchases thereunder, see ITEM 5, “Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” below.

Further, a majority of our forecasted production for [removed: 2024] [added: 2025] is subject to fluctuating market prices.

To the extent we do not hedge our production volumes for [removed: 2024] [added: 2025] and beyond, we may be materially and adversely impacted by any declines in commodity prices, which may result in lower net cash provided by our operating activities.

Drilling crude oil and natural gas [removed: wells, including development wells,] [added: wells] involves numerous risks, including the risk that we may not encounter commercially productive crude oil, NGLs and/or natural gas reserves.

- adverse weather [removed: conditions,] [added: events,] such as winter storms, flooding, [added: wildfires,] tropical storms and hurricanes, and [removed: changes in weather patterns,] [added: other natural disasters,] which may be exacerbated by climate change;

- adverse weather events, such as winter storms, flooding, [added: wildfires,] tropical storms and hurricanes, and other natural disasters, which may be exacerbated by climate change;

- terrorism, vandalism and physical, electronic and [removed: cybersecurity breaches;][added: cyber breaches and related threats;]

If any of these events occur, we could incur losses, liabilities and other [removed: additional] costs as a result of:

- regulatory [removed: investigations and] [added: investigations,] penalties [added: and injunctions] as well as cleanup and remediation responsibilities and costs;

[added: In particular, in certain newer plays, the capacity of gathering, processing, compression, storage, transportation, refining,] liquefaction and export facilities and equipment may not be sufficient to accommodate potential production from existing and new wells.

A portion of our crude oil, NGLs and natural gas production may be interrupted, or shut in, from time to time for various reasons, including, but not limited to, as a result of accidents, weather [removed: conditions,] [added: conditions or natural disasters,] the unavailability of gathering, processing, compression, storage, transportation, refining, liquefaction or export facilities or equipment or field labor issues, or intentionally as a result of market conditions such as crude oil, NGLs or natural gas prices that we deem uneconomic.

We compete with major integrated oil and gas companies, government-affiliated oil and gas companies and other independent oil and gas companies for the acquisition of [removed: licenses] [added: licenses, concessions] and leases, properties and reserves and access to the facilities, equipment, materials, services and employees and other personnel (including geologists, geophysicists, engineers and other specialists) necessary to explore for, develop, produce, market and transport crude oil, NGLs and natural gas.

We also face competition from [removed: competing] [added: alternative] energy sources, such as renewable energy sources.

Risks Related to [removed: ESG/Sustainability,] [added: Sustainability,] Regulatory and Legal Matters

For example, (i) in March [removed: 2022,] [added: 2024,] the U.S. Securities and Exchange Commission (SEC) [removed: proposed] [added: finalized] extensive climate-related disclosure [removed: requirements that, if adopted, would] [added: rules that] require U.S. public companies to significantly expand the climate-related disclosures in their SEC [removed: filings,] [added: filings (although the new rules have been stayed pending judicial review and the SEC has requested the court to pause further judicial proceedings, pending the SEC's determination of the appropriate next steps),] (ii) in September 2023, California passed climate-related disclosure mandates which are broader than the [removed: SEC’s proposed] [added: SEC's final] rules and (iii) in November 2023, the European Union approved methane emissions limits on crude oil and natural gas imports beginning in 2030.

- cash available for share repurchases;

We expect to continue to pay dividends to our stockholders; however, our payment of dividends in the future is solely within the discretion of our Board.

- loss of production due to temporary cessation of our operations (for example, to conduct repairs necessary to resume operations) or damage to necessary facilities and equipment; and

In January 2025, the United States submitted formal notification to the United Nations that it intends to withdraw from the Paris Agreement.

Pursuant to the terms of the Paris Agreement, the withdrawal will take effect on January 27, 2026.

Further, as both emissions sources and emissions measurements and related technologies, regulations, protocols and methodologies continue to evolve, the emissions that will be included in our emissions inventory may change.

This means our current targets and net-zero ambition using calculations and forecasts of our current emissions inventory could be more challenging to meet and sustain if our emissions inventory expands due to evolving practices and/or new regulations.

For example, recently adopted U.S. EPA regulations will expand the scope of emissions sources and revise calculation methods.

This means a target that we have achieved and maintained in the past could be more challenging to meet and sustain if our emissions inventory changes.

Also, while there is rapid evolution taking place in the technologies we may be able to use to reduce emissions and achieve and maintain our targets and net-zero ambition, the timing, cost and anticipated success of these technologies may change.

These uncertainties, evolving practices and regulations and challenges around emissions measurement and reporting and emissions reduction technologies may result in our revising our existing targets, revising our ambition and/or setting new targets, as well as how we define and work to achieve our net-zero ambition.

In addition, in recent years there has been increased investor and regulatory focus on environmental and social matters.

Lastly, as noted above, the SEC, in March 2024, finalized extensive climate-related disclosure rules that require U.S. public companies to significantly expand the climate-related disclosures in their SEC filings (although the new rules have been stayed pending judicial review and the SEC has requested the court to pause further judicial proceedings, pending the SEC's determination of the appropriate next steps).

To the extent the rules are implemented, we could incur increased costs related to the assessment and disclosure of climate-related information.

Further, no accurate prediction can be made as to what the specific provisions or impact on EOG of any such enacted legislation would be.

Security incidents can also occur as a result of non-technical issues, such as physical theft.

More recently, advancements in artificial intelligence (AI) may pose serious risks for many of the traditional tools used to identify individuals, including voice recognition (whether by machine or the human ear), facial recognition or screening questions to confirm identities.

In addition, generative AI systems may also be used by malicious actors to create more sophisticated cyber attacks (i.e., more realistic phishing or other attacks).

The advancements in AI could also lead to an increase in the frequency of identity fraud or cyber attacks (whether successful or unsuccessful), which could cause us to incur increasing costs, including costs to deploy additional personnel, protection technologies and policies and procedures, train employees, and engage third-party experts and consultants.

- suspension or interruption of our operations, including due to injunction;

- repairs necessary to resume operations; and

In particular, in certain newer plays, the capacity of gathering, processing, compression, storage, transportation, refining.

*We have limited control over the activities on properties that we do not operate.*

Some of the properties in which we have an interest are operated by other companies and involve third-party working interest owners.

As a result, we have limited ability to influence or control the operation or future development of such properties, including compliance with environmental, safety and other regulations, or the amount of capital expenditures that we will be required to fund with respect to such properties.

Moreover, we are dependent on the other working interest owners of such projects to fund their contractual share of the capital expenditures of such projects.

In addition, a third-party operator could also decide to shut-in or curtail production from wells, or plug and abandon marginal wells, on properties owned by that operator during periods of lower crude oil, NGLs or natural gas prices.

These limitations and our dependence on the operator and third-party working interest owners for these projects could cause us to incur unexpected future costs, lower production and materially and adversely affect our financial condition, results of operations and cash flows.

Such initiatives, targets and ambitions are also subject to business, regulatory, economic and competitive uncertainties and contingencies, and required advancements in technology.

Further, investor and regulatory focus on ESG matters continues to increase.

In August 2022, President Biden signed into law the Inflation Reduction Act (IRA), which, among other changes, imposes a 15% corporate alternative minimum tax (CAMT) on the "adjusted financial statement income" of certain large corporations (generally, corporations reporting at least $1 billion average adjusted financial statement net income).

To the extent we are subject to the CAMT, our cash obligations for U.S. federal income taxes could be accelerated.

The U.S. Treasury Department, the Internal Revenue Service and other standard-setting bodies are expected to continue to issue guidance on how the CAMT and other provisions of the IRA will be applied or otherwise administered which may differ from our interpretations.

We continue to evaluate the IRA and its effect on our financial condition and cash flows.

*Unfavorable currency exchange rate fluctuations could materially and adversely affect our results of operations.*

The reporting currency for our consolidated financial statements is the U.S. dollar.

However, certain of our subsidiaries are located in countries other than the U.S. and have functional currencies other than the U.S. dollar.

The assets, liabilities, revenues and expenses of certain of these foreign subsidiaries are denominated in currencies other than the U.S. dollar.

To prepare our consolidated financial statements, we must translate those assets, liabilities, revenues and expenses into U.S. dollars at then-applicable exchange rates.

Consequently, increases and decreases in the value of the U.S. dollar versus other currencies will affect the amount of these items in our consolidated financial statements, even if the amount has not changed in the original currency.

These translations could result in changes to our results of operations from period to period.

For the fiscal year ended December 31, 2023, EOG had no net operating revenues related to operations of our foreign subsidiaries whose functional currency was not the U.S. dollar.

*Outbreaks of communicable diseases can adversely affect our business, financial condition and results of operations.*

Global or national health concerns, including a widespread outbreak of contagious disease, can, among other impacts, negatively impact the global economy, reduce demand and pricing for crude oil, NGLs and natural gas, lead to operational disruptions and limit our ability to execute on our business plan, any of which could materially and adversely affect our business, financial condition and results of operations.

Furthermore, uncertainty regarding the impact of any outbreak of contagious disease could lead to increased volatility in crude oil, NGLs and natural gas prices.

In the event of a future outbreak or pandemic, we may experience disruptions to commodities markets, equipment supply chains and the availability of our workforce, which could materially and adversely affect our ability to conduct our business and operations.

In addition, if such a future outbreak or pandemic results in an economic downturn, our customers and other contractual parties may be unable to pay amounts owed to us from time to time and to otherwise satisfy their contractual obligations to us, and may be unable to access the credit and capital markets for such purposes.

Such inability of our customers and other contractual counterparties may materially and adversely affect our business, financial condition, results of operations and cash flows.

There would be many variables and uncertainties associated with any future outbreak or pandemic, including (but not limited to) the duration and severity of the outbreak; the extent of travel restrictions, business closures and other measures imposed by governmental authorities; increased risk of cyberattacks on information technology systems used in remote working arrangements; absence of employees due to illness; the impact of the pandemic on EOG's customers and contractual counterparties; and other factors that may be currently unknown or considered immaterial, to fully assess the potential impact on our business, financial condition and results of operations.

*Weather and climate may have a significant and adverse impact on us.*

Demand for crude oil and natural gas is, to a degree, dependent on weather and climate, which impacts, among other things, the price we receive for the commodities that we produce and, in turn, our cash flows and results of operations.

For example, relatively warm temperatures during a winter season generally result in relatively lower demand for natural gas (as less natural gas is used to heat residences and businesses) and, as a result, lower prices for natural gas production during that season.

In addition, there has been public discussion that climate change may be associated with more frequent or more extreme weather events, changes in temperature and precipitation patterns, changes to ground and surface water availability, and other related phenomena, which could affect some, or all, of our operations.

Our exploration, exploitation and development activities and equipment could be adversely affected by extreme weather events, such as winter storms, flooding and tropical storms and hurricanes, which may cause a loss of production from temporary cessation of activity or damaged facilities and equipment.

Such extreme weather events and changes in weather patterns may materially and adversely affect our business and, in turn, our financial condition and results of operations.

EOG is focused on being among the [removed: lowest-cost, highest-return] [added: highest return] and [removed: lowest-emissions] [added: lowest cost] producers, [added: committed to strong environmental performance and] playing a significant role in the long-term future of energy.

This strategy is intended to enhance the generation of cash flow and earnings from each unit of production on a [removed: cost-effective] [added: cost-efficient] basis, allowing EOG to maximize long-term [added: growth in] shareholder value and maintain a strong balance sheet.

EOG realized net income of [removed: $7,594] [added: $6,403] million during [removed: 2023] [added: 2024] as compared to net income of [removed: $7,759] [added: $7,594] million for [removed: 2022.][added: 2023.]

At December 31, [removed: 2023,] [added: 2024,] EOG's total estimated net proved reserves were [removed: 4,498] [added: 4,748] million barrels of oil equivalent (MMBoe), an increase of [removed: 260] [added: 250] MMBoe from December 31, [removed: 2022.][added: 2023.]

During [removed: 2023,] [added: 2024,] net proved crude oil and condensate and natural gas liquids (NGLs) reserves increased by [removed: 204] [added: 218] million barrels (MMBbl), and net proved natural gas reserves increased by [removed: 339] [added: 192] billion cubic [removed: feet] [added: feet,] or [removed: 57] [added: 32] MMBoe, in each case from December 31, [removed: 2022.][added: 2023.]

For the year ended December 31, [removed: 2023,] [added: 2024,] the average U.S. New York Mercantile Exchange (NYMEX) crude oil and natural gas prices were [removed: $77.61] [added: $75.72] per barrel and [removed: $2.74] [added: $2.27] per million British thermal units (MMBtu), respectively, representing decreases of [removed: 18%] [added: 2%] and [removed: 59%,] [added: 17%,] respectively, from the average NYMEX prices for the year ended December 31, [removed: 2022.][added: 2023.]

[removed: However, the market for such materials, services and labor continues to fluctuate and, as a result,] [added: Further,] the timing and impact of any [added: future] price changes on EOG's [removed: future] operating costs and capital expenditures is uncertain.

Further, [removed: such inflationary pressures and] [added: there can be no assurance that] the factors contributing to [added: any] such [added: future] inflationary pressures [removed: (described above) have not, to date, impacted] [added: will not impact] EOG's [removed: liquidity, capital resources, cash requirements or financial position or its] ability to conduct its [added: future] day-to-day drilling, completion and production operations.

[removed: The] [added: Such] initiatives [removed: EOG has undertaken (and continues to undertake) to increase its drilling, completion and operating efficiencies and improve the performance of its wells and, in turn, mitigate such inflationary pressures,] include (among others): (i) EOG's downhole drilling motor program, which has resulted in increased footage drilled per day and, in turn, reduced drilling times; (ii) enhanced techniques for completing its wells, which has resulted in increased footage completed per day and pumping hours per day; [removed: and] (iii) [added: drilling extended laterals, which has resulted in a decrease in cost per foot drilled; and (iv)] EOG's self-sourced sand program, which has resulted in [removed: continued] cost savings for the sand utilized in its well completion operations.

In addition, EOG [removed: enters] [added: has entered] into agreements with its service providers from time to time, when available and advantageous, to secure the costs and availability of certain drilling and completion services it utilizes as part of its operations.

EOG plans to continue with these initiatives and actions, though there can be no assurance that such efforts will offset, largely or at all, the impacts of any future inflationary pressures [added: (such as from tariffs)] on EOG's operating costs and capital expenditures, cash flows and results of operations.

Several important developments have occurred since January 1, [removed: 2023.][added: 2024.]

In [removed: 2023,] [added: 2024,] EOG continued to focus on [removed: increasing] [added: initiatives to increase its] drilling, completion and operating [removed: efficiencies, to] [added: efficiencies and] improve well performance and, [removed: as is further discussed above, to] [added: in turn,] mitigate [added: the] inflationary pressures on its operating costs and capital [removed: expenditures.][added: expenditures experienced in prior periods.]

On a volumetric basis, as calculated using a ratio of 1.0 barrel of crude oil and condensate or NGLs to 6.0 thousand cubic feet of natural gas, crude oil and condensate and NGLs production accounted for approximately [removed: 73%] [added: 72%] and [removed: 75%] [added: 73%] of EOG's United States production during [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

During [removed: 2023,] [added: 2024,] EOG's drilling and completion activities occurred primarily in the Delaware Basin play, Eagle Ford play and Rocky Mountain area.

See ITEM 1, Business - Exploration and Production for further discussion regarding EOG's [removed: 2023] [added: 2024] United States operations.

Several fields in the South East Coast Consortium (SECC) Block, Modified U(a) Block, Block [removed: 4(a), the] [added: 4(a) and] Banyan [removed: Field] and [removed: the] Sercan [removed: Area] [added: Areas] have been developed and are producing natural gas which is sold to the National Gas Company of Trinidad and Tobago Limited and its [removed: subsidiary (NGC),] [added: subsidiary,] and crude oil and condensate which is sold to Heritage Petroleum Company Limited.

[removed: In the fourth quarter of 2023,] [added: During 2024,] EOG completed [removed: two] [added: one] net developmental [removed: wells] [added: well] and one net exploratory well from the [removed: recently installed] Osprey B platform in the Modified U(a) Block.

[removed: *Other International.*] In November 2021, a subsidiary of EOG was granted an exploration permit for the WA-488-P Block, located offshore Western Australia.

EOG continues to evaluate other select [removed: crude oil] [added: exploration, development] and [removed: natural gas] [added: exploitation] opportunities outside the United States, primarily by pursuing [removed: exploration] opportunities in countries where [removed: indigenous] crude oil and natural gas reserves have been identified.

EOG's debt-to-total capitalization ratio was [removed: 12%] [added: 14%] at December 31, [removed: 2023] [added: 2024] and [removed: 17%] [added: 12%] at December 31, [removed: 2022.][added: 2023.]

At December 31, [removed: 2023,] [added: 2024,] EOG maintained a strong financial and liquidity position, including [removed: $5.3] [added: $7.1] billion of cash and cash equivalents on hand and $1.9 billion of availability under its senior unsecured revolving credit facility (discussed below).

During [removed: 2023,] [added: 2024,] EOG funded [removed: $6.6] [added: $6.7] billion [removed: ($195] [added: ($109] million of which was non-cash) in exploration and development and other property, plant and equipment expenditures (excluding asset retirement obligations), paid [removed: $3.4] [added: $2.1] billion in dividends to common [removed: stockholders, repaid the 2023 Notes] [added: stockholders] and paid [removed: $1.0] [added: $3.2] billion to repurchase shares of common stock, primarily by utilizing net cash provided by its operating activities and cash on hand.

Total anticipated [removed: 2024] [added: 2025] capital expenditures are estimated to range from approximately $6.0 billion to $6.4 billion, including exploration and development drilling, facilities, leasehold acquisitions, capitalized interest, dry hole costs and other property, plant and equipment and excluding property acquisitions, asset retirement costs, non-cash exchanges and transactions and exploration costs incurred as operating expenses.

The majority of [removed: 2024] [added: 2025] expenditures will be focused on United States crude oil drilling activities.

*Cash Return Framework.* In [removed: May 2022,] [added: November 2023,] EOG announced [removed: the addition of quantitative guidance to] [added: an increase in] its cash return [removed: framework] [added: commitment] - specifically, a [removed: commitment] [added: commitment, effective beginning with fiscal year 2024,] to return a minimum of [removed: 60%] [added: 70%] of annual net cash provided by operating activities before certain balance sheet-related changes, less total capital expenditures, to [removed: stockholders,] [added: stockholders] through a combination of quarterly dividends, special dividends and share repurchases.

For [removed: related] discussion regarding [removed: our] [added: EOG's] payment of dividends and share repurchases, see ITEM 1A, Risk Factors, and ITEM 5, Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

*Dividend Declarations.* On February [removed: 23, 2023, EOG's] [added: 22, 2024, the] Board of Directors (Board) declared a quarterly cash dividend on the common stock of [removed: $0.825] [added: $0.91] per share paid on April [removed: 28, 2023,] [added: 30, 2024,] to stockholders of record as of April [removed: 14, 2023.][added: 16, 2024.]

[removed: The] [added: On May 2, 2024, the] Board [removed: also] declared [removed: on such date] a [removed: special] [added: quarterly cash] dividend on the common stock of [removed: $1.00] [added: $0.91] per share paid on [removed: March 30, 2023,] [added: July 31, 2024,] to stockholders of record as of [removed: March 16, 2023.][added: July 17, 2024.]

On [removed: May 4, 2023,] [added: August 1, 2024,] the Board declared a quarterly cash dividend on the common stock of [removed: $0.825] [added: $0.91] per share paid on [removed: July] [added: October] 31, [removed: 2023,] [added: 2024,] to stockholders of record as of [removed: July] [added: October] 17, [removed: 2023.][added: 2024.]

On [removed: August 3, 2023,] [added: February 27, 2025,] the Board declared a quarterly cash dividend on the common stock of [removed: $0.825] [added: $0.975] per share [added: to be] paid on [removed: October 31, 2023,] [added: April 30, 2025,] to stockholders of record as of [removed: October 17, 2023.][added: April 16, 2025.]

On November [removed: 2, 2023,] [added: 7, 2024,] the Board [removed: (i)] increased the quarterly cash dividend on the common stock from the previous [removed: $0.825] [added: $0.91] per share to [removed: $0.91] [added: $0.975] per share, effective beginning with the dividend paid on January 31, [removed: 2024,] [added: 2025,] to stockholders of record as of January 17, [removed: 2024, and (ii) declared a special cash dividend on the common stock of $1.50 per share, paid on December 29, 2023, to stockholders of record as of December 15, 2023.][added: 2025.]

This section discusses certain year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] which should be read in conjunction with the consolidated financial statements of EOG and notes thereto beginning on page F-1.

For discussion of certain year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] see "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of EOG's Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2022,] [added: 2023,] filed on February [removed: 23, 2023,] [added: 22, 2024,] which is incorporated herein by reference.

During [removed: 2023,] [added: 2024,] operating revenues decreased [removed: $1,516] [added: $488] million, or [removed: 6%,] [added: 2%,] to [removed: $24,186] [added: $23,698] million from [removed: $25,702] [added: $24,186] million in [removed: 2022.][added: 2023.]

Total [removed: wellhead revenues, which are] revenues [removed: generated] from sales of EOG's production of crude oil and condensate, NGLs and natural gas, [removed: decreased $5,420] [added: increased $202] million, or [removed: 24%,] [added: 1%,] to [removed: $17,376] [added: $17,578] million in [removed: 2023] [added: 2024] from [removed: $22,796] [added: $17,376] million in [removed: 2022.][added: 2023.]

Revenues from the sales of crude oil and condensate and NGLs in [removed: 2023] [added: 2024] were [removed: 90%] [added: 91%] of total [removed: wellhead] revenues [added: from sales of crude oil and condensate, NGLs and natural gas] compared to [removed: 83%] [added: 90%] in [removed: 2022.][added: 2023.]

During [removed: 2023,] [added: 2024,] EOG recognized net gains on the mark-to-market of financial commodity [added: and other] derivative contracts of [removed: $818] [added: $204] million compared to net [removed: losses] [added: gains] of [removed: $3,982] [added: $818] million in [removed: 2022.][added: 2023.]

Gathering, processing and marketing revenues decreased [removed: $890] [added: $6] million during [removed: 2023,] [added: 2024,] to [removed: $5,806] [added: $5,800] million from [removed: $6,696] [added: $5,806] million in [removed: 2022.][added: 2023.]

EOG recognized net gains on asset dispositions of [removed: $95] [added: $16] million in [removed: 2023] [added: 2024] compared to net gains on asset dispositions of [removed: $74] [added: $95] million in [removed: 2022.][added: 2023.]

EOG operates under a consistent business and operational strategy that focuses on a comprehensive approach to developing acreage through industry cycles.

EOG evaluates rate of return, net present value, margins, payback period and other key metrics.

*Inflationary Pressures, Operational Efficiencies & Related Initiatives/Actions.* During 2024, EOG continued to see diminished inflationary pressures on its operating costs and capital expenditures (e.g., for fuel, wellbore tubulars, facilities manufactured using steel, labor and drilling and completion services) and, in certain circumstances, has seen declines in prices.

However, because the market for such materials, services and labor continues to fluctuate, there can be no assurance that the inflationary pressures experienced by EOG in prior periods will not resume.

EOG has undertaken (and continues to undertake) initiatives to increase its drilling, completion and operating efficiencies and improve the performance of its wells and, in turn, mitigate the inflationary pressures experienced in prior periods.

EOG also completed two net exploratory wells from the Oilbird platform in the SECC Block, drilled a deep Teak, Saaman and Poui (TSP Deep) exploratory well which allowed EOG to retain a 50% working interest in the TSP Deep Area and recompleted one net well in the Sercan Area.

EOG also completed construction and installation of the Mento platform in the Ska, Mento and Reggae Area and commenced pipeline and associated tie-in installations that will connect the Mento platform to the Pelican platform.

In 2024, EOG relinquished its rights to a portion of the contract area governed by the Trinidad Northern Area License located offshore the southwest coast of Trinidad and signed a farmout agreement with BP Trinidad and Tobago LLC, which allows EOG to earn a 50% working interest to develop the Coconut field in the Coconut Area located within the East Mayaro and South East Galeota exploration and production licenses.

Additionally, EOG was selected as the preferred bidder in the Lower Reverse L and North Coast Marine Area 4(a) Blocks in respect of the 2023 shallow water offshore bid round.

*Other International.* In February 2025, a subsidiary of EOG signed an exploration participation agreement with Bapco Energies B.S.C. (Closed) to evaluate a gas exploration project in the Kingdom of Bahrain, with drilling anticipated to commence in the second half of 2025.

The transaction, which includes a concession agreement with the Kingdom of Bahrain, is subject to further government approvals, which the parties anticipate receiving in the second half of 2025.

The company has deferred drilling plans to further evaluate the prospect.

On November 21, 2024, EOG closed on its offering of $1.0 billion aggregate principal amount of its 5.650% Senior Notes due 2054 (the Notes).

EOG received net proceeds of $985 million from the issuance of the Notes, which will be used for general corporate purposes, including (i) the repayment of the $500 million aggregate principal amount of 3.15% Senior Notes due 2025 and (ii) the funding of future capital expenditures.

The Internal Revenue Service previously announced tax relief related to 2024 severe weather events occurring in various Texas counties, including Harris County, where EOG's corporate offices are located.

The tax relief permitted eligible taxpayers to postpone certain tax filings and payments.

In February 2025, EOG paid approximately $700 million of such federal tax payments related to the 2024 tax year.

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NGLs revenues in 2024 increased $222 million, or 12%, to $2,106 million from $1,884 million in 2023 primarily due to an increase in production ($192 million) and a higher composite average NGLs price ($30 million).

The net gains of $204 million included gains of $110 million related to the Brent crude oil (Brent) linked gas sales contract.

| | | | 2024 | | | | | | 2023 | | |

GP&T costs increased $102 million to $1,722 million in 2024 compared to $1,620 million in 2023 primarily due to increased production in the Permian Basin ($91 million) and the Utica ($35 million), partially offset by decreased costs in the Powder River Basin due to reduced operating and maintenance expenses ($17 million), the Eagle Ford play due to lower volumes and reduced third-party fees ($11 million) and the Barnett Shale due to lower gas volumes and operating costs ($5 million).

DD&A expenses in 2024 increased $616 million to $4,108 million from $3,492 million in 2023.

DD&A expenses associated with oil and gas properties in 2024 were $583 million higher than in 2023.

The increase primarily reflects increased production in the United States ($233 million) and Trinidad ($26 million), and increased unit rates in the United States ($166 million) and in Trinidad ($35 million).

In addition, the recording of an adjustment to DD&A ($117 million) primarily related to natural gas production used by EOG's domestic gathering systems also contributed to the variance.

| | | | 2024 | | | | | | 2023 | | |

Impairments of proved properties for the year ended December 31, 2024, were primarily due to the write-down to fair value of natural gas and crude oil assets in the Rocky Mountain area.

Taxes other than income in 2024 decreased $35 million to $1,249 million (7.1% of revenues from sales of crude oil and condensate, NGLs and natural gas) from $1,284 million (7.4% of revenues from sales of crude oil and condensate, NGLs and natural gas) in 2023.

The increase of $40 million in 2024 was primarily due to an increase in interest income.

(4)Asset Retirement Costs for 2024 included a downward revision to asset retirement obligations of $83 million.

Further, EOG believes that its sources of liquidity are adequate for other near-term and long-term funding requirements, including its cash return commitment, debt service obligations, repayments of debt maturities and other commitment and contingencies.

However, the adequacy of liquidity sources could be impacted by various factors, including general economic and market conditions, volatility in commodity prices or financial and capital markets and regulatory and other factors discussed in this report under Item 1A, Risk Factors.

*Natural Gas Sales Linked to Brent Crude Oil*.

In February 2024, EOG entered into a 10-year agreement, commencing in 2027, to sell 180,000 MMBtud of its domestic natural gas production, with 140,000 MMBtud to be sold at a price indexed to Brent crude oil (Brent) and the remaining volumes to be sold at a price indexed to Brent or a U.S. Gulf Coast gas index.

It was determined that this agreement meets the definition of a derivative under the Derivatives and Hedging Topic of the ASC and does not qualify for the normal purchases and normal sales scope exception.

As such, this agreement is accounted for as a derivative using the mark-to-market accounting method.

EOG operates under a consistent business and operational strategy that focuses predominantly on maximizing the rate of return on investment of capital by controlling operating costs and capital expenditures and maximizing reserve recoveries.

Pursuant to this strategy, each prospective drilling location is evaluated by its estimated rate of return.

*Inflation Considerations; Availability of Materials, Labor & Services.* Beginning in the second half of 2021 and continuing, to a lesser degree, through the first three months of 2023, EOG, similar to other companies in its industry, experienced inflationary pressures on its operating costs and capital expenditures - namely the costs of fuel, steel (i.e., wellbore tubulars and facilities manufactured using steel), labor and drilling and completion services.

Such inflationary pressures resulted from (i) supply chain disruptions caused by the COVID-19 pandemic and the resulting limited availability of certain materials and products manufactured using such materials; (ii) increased demand for fuel and steel; (iii) increased demand for drilling and completion services coupled with a limited number of available service providers, resulting in increased competition for such services among EOG and other companies in its industry; (iv) labor shortages; and (v) other factors, including the ongoing conflict between Russia and the Ukraine which began in late February 2022.

Beginning in the second quarter of 2023, EOG has seen these inflationary pressures diminish and, in certain circumstances, seen a decline in prices.

Such inflationary pressures on EOG's operating costs and capital expenditures have, in turn, impacted its cash flows and results of operations.

However, by virtue of its continued focus on increasing its drilling, completion and operating efficiencies and improving the performance of its wells, as well as the flexibility provided by its multi-basin drilling portfolio, EOG has, to date, been able to largely offset such impacts.

Such inflationary pressures resulted in an increase of less than 10 percent in its fiscal year 2023 well costs (i.e., its costs for drilling, completions and well-site facilities) versus fiscal year 2022.

Accordingly, such increase in EOG's fiscal year 2023 well costs did not have a material impact on EOG's full-year 2023 cash flows.

Further, there can be no assurance that the factors contributing to any future inflationary pressures will not impact EOG's ability to conduct its future day-to-day drilling, completion and production operations.

Additionally, in 2023, EOG completed the design phase for the platform and related facilities in the Mento Area and commenced construction of such platform and related facilities.

Also, EOG sold its equity interest in its ammonia plant investments in the first quarter of 2023.

In 2023, EOG continued to prepare for the drilling of an exploration well subject to regulatory approvals and equipment availability.

On June 7, 2023, EOG entered into a $1.9 billion senior unsecured Revolving Credit Agreement (New Facility) with domestic and foreign lenders.

The New Facility replaced EOG's $2.0 billion senior unsecured Revolving Credit Agreement, dated as of June 27, 2019, with domestic and foreign lenders, which had a scheduled maturity date of June 27, 2024, and was terminated by EOG (without penalty), effective as of June 7, 2023, in connection with the completion of the New Facility.

On March 15, 2023, EOG repaid upon maturity the $1,250 million aggregate principal amount of its 2.625% Senior Notes due 2023 (2023 Notes).

On November 2, 2023, EOG announced an increase in such cash return commitment - specifically, a commitment, effective beginning with fiscal year 2024, to return a minimum of 70% of annual net cash provided by operating activities before certain balance sheet-related changes, less total capital expenditures, to stockholders, through a combination of quarterly dividends, special dividends and share repurchases.

On February 22, 2024, the Board declared a quarterly cash dividend on the common stock of $0.91 per share to be paid on April 30, 2024, to stockholders of record as of April 16, 2024.

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| Other International (2) | | | | | | — | | | | | | — | | | | | | 0.1 | | |

| Other International (2) | | | | | | — | | | | | | — | | | | | | 42.36 | | |

| Other International (2) | | | | | | — | | | | | | — | | | | | | 9 | | |

| Other International (2) | | | | | | — | | | | | | — | | | | | | 5.67 | | |

| Other International (2) | | | | | | — | | | | | | — | | | | | | 1.6 | | |

(2)Other International includes EOG's China and Canada operations.

The China operations were sold in the second quarter of 2021.

EOG is continuing the process of exiting its Canada operations.

NGLs revenues in 2023 decreased $764 million, or 29%, to $1,884 million from $2,648 million in 2022 primarily due to a lower composite average wellhead NGLs price ($1,117 million), partially offset by an increase in production ($353 million).

| Transportation Costs | | | 2.66 | | | | | | 2.91 | | |

Transportation costs include transportation fees, storage and terminal fees, the cost of compression (the cost of compressing natural gas to meet pipeline pressure requirements), the cost of dehydration (the cost associated with removing water from natural gas to meet pipeline requirements), gathering fees and fuel costs.

Transportation costs of $957 million in 2023 decreased $9 million from $966 million in 2022 primarily due to decreased transportation costs related to production from the Eagle Ford play ($37 million) and the Rocky Mountain area ($6 million), partially offset by increased transportation costs related to production from the Permian Basin ($20 million), the Dorado gas play ($9 million) and the Mid-Continent area ($5 million).

Gathering and processing costs represent operating and maintenance expenses and administrative expenses associated with operating EOG's gathering and processing assets as well as natural gas processing fees and certain NGLs fractionation fees paid to third parties.

Gathering and processing costs increased $42 million to $663 million in 2023 compared to $621 million in 2022 primarily due to increased gathering and processing fees related to production from the Permian Basin ($33 million) and increased operating and maintenance expenses related to production from the Rocky Mountain area ($14 million) and the Permian Basin ($10 million), partially offset by decreased operating and maintenance expenses related to production from the Eagle Ford play ($14 million) and decreased gathering and processing fees related to production from the Rocky Mountain area ($13 million).

DD&A expenses in 2023 decreased $50 million to $3,492 million from $3,542 million in 2022.

DD&A expenses associated with oil and gas properties in 2023 were $64 million lower than in 2022 primarily due to lower unit rates in the United States ($373 million), partially offset by an increase in production in the United States ($299 million).

Unit rates in the United States decreased primarily due to upward reserve revisions related to favorable well performance, lower expected future operating costs and reserve additions at lower costs per Boe.

| Inventories | | | — | | | | | | 25 | | |

Taxes other than income in 2023 decreased $301 million to $1,284 million (7.4% of wellhead revenues) from $1,585 million (7.0% of wellhead revenues) in 2022.

The increase of $120 million in 2023 was primarily due to an increase in interest income ($155 million), partially offset by the absence of equity income due to the sale of EOG's equity interest in ammonia plant investments in Trinidad in the first quarter of 2023 ($46 million).

The information required by this Item is incorporated by reference from Item 7 of this report, specifically the information set forth under the captions [added: "Recent Developments,"] "Financial Commodity [added: and Other] Derivative Transactions," "Financing" and "Outlook" in "Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations - Capital Resources and Liquidity."][added: Operations."]

At December 31, [removed: 2023,] [added: 2024,] EOG's total estimated net proved reserves were [removed: 4,498] [added: 4,748] million barrels of oil equivalent (MMBoe), of which [removed: 1,756] [added: 1,870] million barrels (MMBbl) were crude oil and condensate reserves, [removed: 1,254] [added: 1,358] MMBbl were NGLs reserves and [removed: 8,930] [added: 9,122] billion cubic feet (Bcf), or [removed: 1,488] [added: 1,520] MMBoe, were natural gas reserves (see "Supplemental Information to Consolidated Financial Statements").

EOG is focused on being among the [removed: lowest-cost, highest-return] [added: highest return] and [removed: lowest-emissions] [added: lowest cost] producers, [added: committed to strong environmental performance and] playing a significant role in the long-term future of energy.

This strategy is intended to enhance the generation of cash flow and earnings from each unit of production on a [removed: cost-effective] [added: cost-efficient] basis, allowing EOG to maximize long-term growth in shareholder value and maintain a strong balance sheet.

EOG's operations are located in most of the productive basins in the United States with a focus on crude oil [removed: and, to a lesser extent,] [added: and] natural gas plays.

At December 31, [removed: 2023,] [added: 2024,] on a crude oil equivalent basis, [removed: 39%] [added: 40%] of EOG's net proved reserves in the United States were crude oil and condensate, [removed: 28%] [added: 29%] were NGLs and [removed: 33%] [added: 31%] were natural gas.

EOG believes [removed: that] opportunities exist to increase production through continued development in and around many of these fields and through the utilization of applicable technologies.

The following is a summary of [removed: wellhead] volume statistics and net well completions for the year ended December 31, [removed: 2023,] [added: 2024,] total net acres at December 31, [removed: 2023,] [added: 2024,] and expected net well completions planned for [removed: 2024] [added: 2025] for certain areas of EOG's United States operations.

In the Delaware Basin, EOG completed [removed: 370] [added: 385] net wells in [removed: 2023,] [added: 2024,] primarily in the Wolfcamp, Bone Spring and Leonard plays.

The Delaware Basin consists of approximately 4,800 feet of [removed: oil-rich] [added: liquids-rich] stacked pay potential offering EOG multiple co-development opportunities throughout its 395,000 net acre position.

Activity in [removed: 2024] [added: 2025] will remain focused on the Wolfcamp, Bone [removed: Spring,] [added: Spring] and Leonard plays, where EOG expects to complete approximately [removed: 360] [added: 375] net wells.

The South Texas area includes [removed: our] [added: the] Eagle Ford play and [removed: our] [added: the] Dorado gas play.

In [removed: 2023,] [added: 2024,] EOG completed [removed: 172] [added: 160] net wells in the Eagle Ford play, and [removed: 28] [added: 21] net wells in the Dorado gas play.

In addition, key [added: gathering, processing and transportation] infrastructure was added in order to lower operating costs and increase price realizations.

In [removed: 2024,] [added: 2025,] EOG expects to complete approximately [removed: 145] [added: 120] net Eagle Ford play wells and 25 net Dorado [added: gas play] wells, [removed: as well as completing major] [added: while utilizing new] infrastructure [removed: projects to connect] [added: that connects] the Dorado gas play to the Agua Dulce gas market near Corpus Christi, Texas.

Activity in the Rocky Mountain area in [removed: 2023] [added: 2024] was focused on the Wyoming Powder River Basin.

In the Powder River Basin, EOG [removed: operated a two-rig program and] completed [removed: 35] [added: 27] net wells in the Niobrara, Mowry, Turner and Parkman formations.

Activity in the Other Areas [removed: include] [added: includes] EOG's newest play, the Utica play.

EOG holds approximately [removed: 435,000] [added: 460,000] total net acres, including 135,000 net mineral acres in the Utica.

In [removed: 2024,] [added: 2025,] EOG expects to complete approximately [removed: 20] [added: 30] net Utica wells.

EOG has operations offshore Trinidad and is [removed: making preparations to drill offshore Australia, as well as] evaluating additional exploration, development and exploitation opportunities in [removed: these and] other select international areas.

In addition, EOG [removed: exited Block 36 and Block 49 in the Sultanate of Oman (Oman) and] is executing an abandonment and reclamation program in Canada.

*Trinidad.* EOG, through its subsidiaries, including EOG Resources Trinidad Limited, holds interests in (i) the exploration and production licenses covering the South East Coast Consortium (SECC) [removed: Block, Pelican] and [added: Pelican Blocks,] Banyan [removed: Fields,] [added: and] Sercan [removed: Area] [added: Areas] and each of their related platforms and facilities and the Ska, Mento and Reggae [added: (SMR)] and deep Teak, Saaman and Poui [removed: (TSP)] [added: (TSP Deep)] Areas, all of which are offshore [removed: Trinidad;] [added: Trinidad;] and (ii) two production sharing contracts with the Government of Trinidad and Tobago for the Modified U(a) and 4(a) Blocks.

Several fields in the [removed: SECC,] [added: SECC Block,] Modified U(a) Block, 4(a) [removed: Block,] [added: Block and] Banyan [removed: Field] and Sercan [removed: Area] [added: Areas] have been developed and are producing natural gas and crude oil and condensate.

[removed: The] [added: In June 2024,] EOG [added: relinquished its rights to a portion of the contract area governed by the Trinidad Northern] Area [removed: is] [added: License] located offshore the southwest coast of Trinidad.

In [removed: 2023,] [added: 2024,] EOG's net production in Trinidad averaged approximately [removed: 160] [added: 220] MMcfd of natural gas and approximately [removed: 0.6] [added: 0.8] MBbld of crude oil and condensate.

In [removed: 2023,] [added: 2024,] EOG [removed: successfully drilled and] completed [removed: two] [added: one net] developmental [removed: wells] [added: well] and one [added: net] exploratory well [removed: in the Modified U(a) Block] from the [removed: recently installed] Osprey B [removed: platform.][added: platform in the Modified U(a) Block.]

In [removed: 2023,] [added: 2024,] EOG continued its diversified approach to marketing its [removed: wellhead] crude oil and [removed: condensate production.][added: condensate.]

The majority of EOG's United States [removed: wellhead] crude oil and condensate production was transported by pipeline to downstream markets with the remainder sold into local markets.

In [removed: 2023,] [added: 2024,] EOG also sold crude oil at the Port of Corpus Christi for export to foreign destinations.

In [removed: 2024,] [added: 2025,] the pricing mechanism for such production is expected to remain the same.

At December 31, [removed: 2023,] [added: 2024,] EOG was committed to deliver to multiple parties [added: aggregate] fixed quantities of crude oil of [removed: 7 MMBbls in 2024 and 1] [added: 2] MMBbls in 2025, all of which is expected to be sourced from future production of available reserves.

In [removed: 2023,] [added: 2024,] EOG processed certain of its United States [removed: wellhead] natural gas production, either at EOG-owned facilities or at third-party facilities, extracting NGLs.

In [removed: 2024, such] [added: 2025, the] pricing [removed: mechanisms are] [added: mechanism for such production is] expected to remain the same.

In [removed: 2023,] [added: 2024,] EOG also sold purity products at the Houston Ship Channel.

In [removed: 2023,] [added: 2024,] consistent with its diversified marketing strategy, the majority of EOG's United States [removed: wellhead] natural gas production was transported by pipeline to various locations, including Katy, Texas; East Texas; the Agua Dulce Hub in South Texas; the Cheyenne Hub in Weld County, Colorado; and Chicago, Illinois.

Additionally, EOG sells natural gas to a liquefaction facility near Corpus Christi, Texas, and receives pricing based on the Platts Japan Korea Marker; such pricing mechanism is expected to remain the same in [removed: 2024.][added: 2025.]

At December 31, [removed: 2023,] [added: 2024,] EOG was committed to deliver to multiple parties [added: aggregate] fixed quantities of natural gas of [removed: 371 Bcf in 2024, 282] [added: 342] Bcf in 2025, [removed: 297] [added: 318] Bcf in 2026, [removed: 293] [added: 359] Bcf in 2027, [removed: 263] [added: 328] Bcf in [removed: 2028] [added: 2028, 328 Bcf in 2029] and [removed: 3,277] [added: 3,474] Bcf thereafter, all of which is expected to be sourced from future production of available reserves.

In [removed: July 2022, EOG amended the] [added: 2024,] natural gas [removed: sales contract with] [added: volumes from Trinidad were sold to] the National Gas Company of Trinidad and Tobago Limited and its subsidiary [removed: (NGC) to] [added: under two natural gas sales arrangements:] (i) [removed: extend the term to 2026] [added: a fixed price contract] and (ii) [removed: effective September 1, 2020, provide for] [added: a contract based on] an [removed: increase in] [added: escalated floor] price [removed: realization] [added: which further increases] if index prices for certain commodities exceed specified levels.

During [removed: 2023,] [added: 2024,] three purchasers each accounted for more than 10% of EOG's total [removed: wellhead] crude oil and condensate, NGLs and natural gas revenues and gathering, processing and marketing revenues.

EOG does not believe that the loss of any single purchaser would have a [removed: materially] [added: material] adverse effect on its financial condition or results of operations.

EOG operates under a consistent business and operational strategy that focuses on a comprehensive approach to developing acreage through industry cycles.

EOG evaluates rate of return, net present value, margins, payback period and other key metrics.

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | 2025 | | |

| Delaware Basin | | | 309.7 | | | 184.9 | | | 1,039 | | | 395 | | | | | | 385 | | | | | | 375 | | |

| South Texas | | | 124.4 | | | 30.8 | | | 448 | | | 1,272 | | | | | | 181 | | | | | | 145 | | |

| Rocky Mountain | | | 41.7 | | | 14.9 | | | 149 | | | 776 | | | | | | 42 | | | | | | 45 | | |

| Other Areas | | | 14.8 | | | 15.3 | | | 92 | | | 915 | | | | | | 33 | | | | | | 40 | | |

| Total | | | 490.6 | | | 245.9 | | | 1,728 | | | 3,358 | | | | | | 641 | | | | | | 605 | | |

In 2025, activity in the Rocky Mountain area is expected to remain flat with plans to complete 30 net wells in the Powder River Basin.

In 2024, EOG completed 25 net Utica wells, collecting data and delineating its acreage.

EOG also completed two net exploratory wells from the Oilbird platform in the SECC Block, drilled a TSP Deep exploratory well which allowed EOG to retain a 50% working interest in the TSP Deep Area and recompleted one net well in the Sercan Area.

In July 2024, EOG signed a farmout agreement with BP Trinidad and Tobago LLC, which allows EOG to earn a 50% working interest to develop the Coconut field in the Coconut Area located within the East Mayaro and South East Galeota exploration and production licenses.

In December 2024, EOG was selected as the preferred bidder in the Lower Reverse L (LRL) and North Coast Marine Area (NCMA) 4(a) Blocks in respect of the 2023 shallow water offshore bid round.

Additionally in 2024, EOG completed construction and installation of the Mento platform in the SMR Area and commenced pipeline and associated tie-in installations that will connect the Mento platform to the Pelican platform (Mento Pipeline Installation).

In 2025, EOG expects to (i) complete the Mento Pipeline Installation; (ii) drill and, if successful, complete two net exploratory wells and drill and complete two net developmental wells, all in the Mento Field located in the SMR Area; (iii) following the execution of the production sharing contracts for the LRL Block, commence an ocean bottom nodal 3D seismic survey over a portion of the LRL Block; and (iv) commence construction of the platform for the Coconut field.

The production sharing contracts with the Government of Trinidad and Tobago for the LRL and NCMA 4(a) Blocks were executed on January 29, 2025.

*Bahrain.* In February 2025, a subsidiary of EOG signed an exploration participation agreement with Bapco Energies B.S.C. (Closed) to evaluate a gas exploration project in the Kingdom of Bahrain, with drilling anticipated to commence in the second half of 2025.

The transaction, which includes a concession agreement with the Kingdom of Bahrain, is subject to further government approvals, which the parties anticipate receiving in the second half of 2025.

The company has deferred drilling plans to further evaluate the prospect.

In 2025, the pricing mechanisms for NGL and purity products sales are expected to remain the same.

At December 31, 2024, EOG was committed to deliver to multiple parties aggregate fixed quantities of purity products of 15 MMBbls in 2025, all of which is expected to be sourced from future production of available reserves.

In February 2024, EOG entered into a 10-year agreement, commencing in 2027, to sell 180,000 million British thermal units per day (MMBtud) of its domestic natural gas production, with 140,000 MMBtud to be sold at a price indexed to Brent crude oil (Brent) and the remaining volumes to be sold at a price indexed to Brent or a U.S. Gulf Coast gas index.

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| Year Ended December 31 | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

Regulations implementing the new royalty rate were finalized in April 2024.

In February 2025, however, the U.S. House and Senate approved a joint resolution of disapproval under the Congressional Review Act to repeal the methane emissions charge, which President Trump is expected to sign into law.

Further, in April 2024, the BLM published its final Waste Prevention Rule, which requires operators of oil and gas leases to take reasonable steps to avoid natural gas waste, as well as develop leak detection, repair and waste minimization plans.

In January 2025, President Trump signed executive orders that, among other things, direct federal executive departments and agencies to initiate a regulatory freeze for certain rules that have not taken effect, pending review by the newly appointed agency head, and call upon the U.S. EPA to submit a report on the continuing applicability of its endangerment finding for GHGs under the Clean Air Act.

In January 2025, the United States submitted formal notification to the United Nations that it intends to withdraw from the Paris Agreement.

Pursuant to the terms of the Paris Agreement, the withdrawal will take effect on January 27, 2026.

Additionally, subject to policy terms and conditions, EOG also maintains insurance that covers damage to EOG's equipment, facilities and structures due to a physical damage event.

In addition to the above-described risks, EOG's operations outside the United States are subject to certain risks, including:

- increases in taxes and governmental royalties;

- additional and potentially unfamiliar laws and policies governing the operations of foreign-based companies and changes in such laws and policies;

- expropriation of assets;

- unilateral or forced renegotiation, modification or nullification of existing contracts with governmental entities; and

- currency restrictions and exchange rate fluctuations.

EOG operates under a consistent business and operational strategy that focuses predominantly on maximizing the rate of return on investment of capital by controlling operating costs and capital expenditures and maximizing reserve recoveries.

Pursuant to this strategy, each prospective drilling location is evaluated by its estimated rate of return.

| 2023 | | | | | | | | | | | | | | | | | | | | | | | | 2024 | | |

| Delaware Basin | | | 301.9 | | | 164.0 | | | 890 | | | 395 | | | | | | 370 | | | | | | 360 | | |

| South Texas | | | 126.0 | | | 32.4 | | | 436 | | | 1,155 | | | | | | 200 | | | | | | 170 | | |

| Rocky Mountain | | | 39.4 | | | 15.3 | | | 149 | | | 801 | | | | | | 54 | | | | | | 40 | | |

| Other Areas | | | 7.9 | | | 12.1 | | | 76 | | | 1,015 | | | | | | 16 | | | | | | 30 | | |

| Total | | | 475.2 | | | 223.8 | | | 1,551 | | | 3,366 | | | | | | 640 | | | | | | 600 | | |

In the Wolfcamp play, EOG completed 188 net wells in 2023.

EOG continued to focus on co-development of multiple Wolfcamp targets to maximize the value of the acreage.

In 2024, the Wolfcamp play will continue to be a primary area of focus.

In the Bone Spring play, EOG has three main sub-plays: the First, Second and Third Bone Spring.

In 2023, EOG completed 140 total net Bone Spring wells within the three sub-plays.

Of the three sub-plays, the Second Bone Spring had the majority of the activity in 2023 with EOG completing 89 net wells.

The Bone Spring play continues to be an integral part of EOG's Delaware Basin plans and portfolio.

In the Leonard play, EOG executed its development plan with 42 net wells completed in 2023.

EOG continued co-development of multiple Leonard zones simultaneously, and expects the Leonard play to become a more active part of EOG's program in the next several years.

In the Dorado gas play, EOG has continued to delineate the Eagle Ford and Austin Chalk formations with excellent results.

In addition, in the DJ Basin, EOG completed eight net wells in the Codell formation and, in the Williston Basin, EOG completed 11 net wells in the Bakken and Three Forks formations.

In 2024, activity in the Rockies is expected to decrease.

EOG plans to complete approximately 10 net Williston Basin wells, five net DJ Basin wells and 25 net wells in the Powder River Basin.

In the Utica play, EOG has continued to test with excellent results.

In 2023, EOG completed six net Utica wells.

In March 2021, EOG signed a farmout agreement with Heritage Petroleum Company Limited (Heritage), which allows EOG to earn a 65% working interest in a portion of the contract area (EOG Area) governed by the Trinidad Northern Area License.

Additionally, EOG completed the design phase and commenced construction of the platform and related facilities in the Mento Area.

Also, EOG sold its equity interest in its ammonia plant investments in the first quarter of 2023.

In 2024, EOG plans to complete the remaining wells in the current drilling program in the Modified U(a) Block.

EOG also expects to drill and, if successful, complete two exploratory wells in the SECC Block.

Additionally, EOG expects to recomplete two wells in the Sercan Area and drill one exploratory well in the TSP Area.

Also, EOG plans to complete construction and installation of the platform and related facilities in the Mento Area.

In 2023, EOG continued preparing for the drilling of an exploration well, the timing of which will depend on obtaining regulatory approvals and subsequent equipment availability.

*Oman.* In 2023, EOG completed the exit of Block 36 and Block 49 located in Oman.

In 2024, such pricing mechanism is expected to remain the same.

At December 31, 2023, EOG was not committed to deliver fixed quantities of NGLs in 2024.

In 2023, natural gas volumes from Trinidad were sold under a fixed price contract.

Additionally in 2023, EOG entered into a separate fixed price contract with NGC to cover the volumes associated with an exploratory well to be drilled in 2024.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Other International (2) | | | — | | | | | | — | | | | | | — | | |

| Other International (2) | | | — | | | | | | — | | | | | | 3 | | |

Applying this threshold, there are no environmental proceedings to disclose for the quarter and year ended December 31, [removed: 2023.][added: 2024.]

For the fiscal year ended December 31, [removed: 2023][added: 2024]

Common Stock aggregate market value held by non-affiliates as of June 30, [removed: 2023: $66,533] [added: 2024: $71,585] million.

Class: Common Stock, par value $0.01 per share, [removed: 580,001,872] [added: 553,926,330] shares outstanding as of February [removed: 15, 2024.][added: 13, 2025.]

Documents incorporated by reference. Portions of the Definitive Proxy Statement for the registrant's [removed: 2024] [added: 2025] Annual Meeting of Stockholders, to be filed within 120 days after December 31, [removed: 2023,] [added: 2024,] are incorporated by reference into Part III of this report.

| ITEM 1. | | | Business | | | [removed: [1](#i851262276cee4a6cbb0e8c6b4ff4fe38_13)] [added: [1](#i7a210a0878ed43eeaca78684fc687064_13)] | | |

| | | | Exploration and Production | | | [removed: [1](#i851262276cee4a6cbb0e8c6b4ff4fe38_19)] [added: [1](#i7a210a0878ed43eeaca78684fc687064_19)] | | |

| | | | [removed: Wellhead] Volumes and Prices | | | [removed: [5](#i851262276cee4a6cbb0e8c6b4ff4fe38_25)] [added: [5](#i7a210a0878ed43eeaca78684fc687064_25)] | | |

| | | | Human Capital Management | | | [removed: [6](#i851262276cee4a6cbb0e8c6b4ff4fe38_28)] [added: [6](#i7a210a0878ed43eeaca78684fc687064_28)] | | |

| | | | Other Matters | | | [removed: [12](#i851262276cee4a6cbb0e8c6b4ff4fe38_37)] [added: [11](#i7a210a0878ed43eeaca78684fc687064_37)] | | |

| | | | Information About Our Executive Officers | | | [removed: [13](#i851262276cee4a6cbb0e8c6b4ff4fe38_40)] [added: [13](#i7a210a0878ed43eeaca78684fc687064_40)] | | |

| ITEM 1A. | | | Risk Factors | | | [removed: [15](#i851262276cee4a6cbb0e8c6b4ff4fe38_43)] [added: [14](#i7a210a0878ed43eeaca78684fc687064_43)] | | |

| ITEM 1B. | | | Unresolved Staff Comments | | | [removed: [29](#i851262276cee4a6cbb0e8c6b4ff4fe38_46)] [added: [27](#i7a210a0878ed43eeaca78684fc687064_46)] | | |

| ITEM 1C. | | | Cybersecurity | | | [removed: [29](#i851262276cee4a6cbb0e8c6b4ff4fe38_1934)] [added: [27](#i7a210a0878ed43eeaca78684fc687064_49)] | | |

| ITEM 2. | | | Properties | | | [removed: [30](#i851262276cee4a6cbb0e8c6b4ff4fe38_52)] [added: [29](#i7a210a0878ed43eeaca78684fc687064_55)] | | |

| | | | Oil and Gas Exploration and Production - Properties and Reserves | | | [removed: [30](#i851262276cee4a6cbb0e8c6b4ff4fe38_52)] [added: [29](#i7a210a0878ed43eeaca78684fc687064_55)] | | |

| ITEM 3. | | | Legal Proceedings | | | [removed: [33](#i851262276cee4a6cbb0e8c6b4ff4fe38_55)] [added: [32](#i7a210a0878ed43eeaca78684fc687064_58)] | | |

| ITEM 4. | | | Mine Safety Disclosures | | | [removed: [33](#i851262276cee4a6cbb0e8c6b4ff4fe38_58)] [added: [32](#i7a210a0878ed43eeaca78684fc687064_61)] | | |

| ITEM 5. | | | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | | [removed: [34](#i851262276cee4a6cbb0e8c6b4ff4fe38_64)] [added: [33](#i7a210a0878ed43eeaca78684fc687064_67)] | | |

| ITEM 6. | | | Reserved | | | [removed: [36](#i851262276cee4a6cbb0e8c6b4ff4fe38_67)] [added: [35](#i7a210a0878ed43eeaca78684fc687064_70)] | | |

| ITEM 7. | | | Management's Discussion and Analysis of Financial Condition and Results of Operations | | | [removed: [36](#i851262276cee4a6cbb0e8c6b4ff4fe38_70)] [added: [35](#i7a210a0878ed43eeaca78684fc687064_73)] | | |

| ITEM 7A. | | | Quantitative and Qualitative Disclosures About Market Risk | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_88)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_91)] | | |

| ITEM 8. | | | Financial Statements and Supplementary Data | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_91)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_94)] | | |

| ITEM 9. | | | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_94)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_97)] | | |

| ITEM 9A. | | | Controls and Procedures | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_97)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_100)] | | |

| ITEM 9B. | | | Other Information | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_100)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_103)] | | |

| ITEM 9C. | | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | | [removed: [53](#i851262276cee4a6cbb0e8c6b4ff4fe38_103)] [added: [51](#i7a210a0878ed43eeaca78684fc687064_106)] | | |

| ITEM 10. | | | Directors, Executive Officers and Corporate Governance | | | [removed: [54](#i851262276cee4a6cbb0e8c6b4ff4fe38_109)] [added: [52](#i7a210a0878ed43eeaca78684fc687064_112)] | | |

| ITEM 11. | | | Executive Compensation | | | [removed: [54](#i851262276cee4a6cbb0e8c6b4ff4fe38_112)] [added: [52](#i7a210a0878ed43eeaca78684fc687064_115)] | | |

| ITEM 12. | | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | | [removed: [54](#i851262276cee4a6cbb0e8c6b4ff4fe38_115)] [added: [53](#i7a210a0878ed43eeaca78684fc687064_118)] | | |

| ITEM 13. | | | Certain Relationships and Related Transactions, and Director Independence | | | [removed: [56](#i851262276cee4a6cbb0e8c6b4ff4fe38_118)] [added: [54](#i7a210a0878ed43eeaca78684fc687064_121)] | | |

| ITEM 14. | | | Principal [removed: Accounting] [added: Accountant] Fees and Services | | | [removed: [56](#i851262276cee4a6cbb0e8c6b4ff4fe38_121)] [added: [54](#i7a210a0878ed43eeaca78684fc687064_124)] | | |

| ITEM 15. | | | [removed: Exhibit] [added: Exhibits] and Financial Statement Schedules | | | [removed: [56](#i851262276cee4a6cbb0e8c6b4ff4fe38_127)] [added: [55](#i7a210a0878ed43eeaca78684fc687064_130)] | | |

| ITEM 16. | | | Form 10-K Summary | | | [removed: [56](#i851262276cee4a6cbb0e8c6b4ff4fe38_130)] [added: [55](#i7a210a0878ed43eeaca78684fc687064_133)] | | |

| | | | General | | | [1](#i7a210a0878ed43eeaca78684fc687064_16) | | |

| | | | Marketing | | | [4](#i7a210a0878ed43eeaca78684fc687064_22) | | |

| | | | Competition | | | [7](#i7a210a0878ed43eeaca78684fc687064_31) | | |

| | | | Regulation | | | [7](#i7a210a0878ed43eeaca78684fc687064_34) | | |

| | | | General | | | [1](#i851262276cee4a6cbb0e8c6b4ff4fe38_16) | | |

| | | | Marketing | | | [4](#i851262276cee4a6cbb0e8c6b4ff4fe38_22) | | |

| | | | Competition | | | [7](#i851262276cee4a6cbb0e8c6b4ff4fe38_31) | | |

| | | | Regulation | | | [7](#i851262276cee4a6cbb0e8c6b4ff4fe38_34) | | |

EOG has [removed: implemented and] invested in [added: and implemented] multiple technologies, controls, and procedures designed to protect its information systems and related infrastructure; identify, assess and remediate vulnerabilities; and monitor and mitigate the risk of data loss and other cybersecurity threats and intrusions.

In addition, EOG's internal audit [removed: function,] [added: team,] in conjunction with third-party experts, [removed: play a key] [added: plays an important] role in reviewing and assessing EOG's cybersecurity technologies, controls and procedures, including conducting penetration testing and vulnerability assessments.

EOG's cybersecurity team is led by EOG's group director, information systems and senior manager, information systems security, who each have over [removed: six] [added: seven] years of experience overseeing EOG's cybersecurity processes and strategy.

[removed: EOG's cybersecurity team leadership, Senior Vice President and Chief Information and Technology Officer and other members of] [added: Such] senior management [added: team] regularly [removed: report] [added: reports] to EOG's Audit Committee and Board of Directors (Board) regarding cybersecurity matters, including the assessments performed regarding EOG's cybersecurity technologies, controls and procedures.

As part of its risk oversight responsibility and pursuant to its charter, the Audit Committee, in consultation with the Board and the Board's other committees, oversees [removed: our] [added: EOG’s] policies, strategies, and initiatives for mitigating cybersecurity and information technology risks.

EOG's cybersecurity team leadership, Senior Vice President and Chief Information and Technology Officer and other members of senior management are responsible for the day-to-day management of cybersecurity risks and cybersecurity leadership.

There are numerous uncertainties inherent in estimating quantities of reserves and in projecting future rates of production and [added: the] timing of development expenditures, including many factors beyond the control of the producer.

*Acreage.* The following table summarizes EOG's gross and net developed and undeveloped acreage at December 31, [removed: 2023] [added: 2024] (in thousands of acres).

Most of [removed: our] [added: EOG's] undeveloped oil and gas leases, particularly in the United States, are subject to lease expiration if initial wells are not drilled within a specified period, generally between three to five years.

Approximately 0.1 million net acres will expire in [removed: 2024,] [added: 2025,] 0.1 million net acres will expire in [removed: 2025] [added: 2026] and [removed: 1.1] [added: 0.1] million net acres will expire in [removed: 2026] [added: 2027] if production is not established or we take no other action to extend the terms of the leases or obtain concessions.

As of December 31, [removed: 2023,] [added: 2024,] there were no proved undeveloped reserves (PUDs) associated with undeveloped leases on which drilling was planned after the expiration dates of such leases.

In the ordinary course of business, based on [removed: our] [added: its] evaluations of certain geologic trends and prospective economics, [removed: we have] [added: EOG has] allowed certain lease acreage to expire and may allow additional acreage to expire in the future.

Many of [removed: our] [added: EOG's] oil and gas leases are large enough to accommodate more than one producing unit.

Included in [removed: our] undeveloped acreage is non-producing acreage within such larger producing leases.

The agreement governing the acreage associated with our exploration program in offshore Australia is set to expire at various dates through [removed: 2026 depending on EOG's decision to move forward with its defined work program or unless EOG is either granted a production license or an extension of the permit.][added: 2026.]

The following table represents EOG's gross and net productive wells at December 31, [removed: 2023,] [added: 2024,] including [removed: 2,868] [added: 3,052] wells in which [removed: we hold] [added: it holds] a royalty interest.

| Trinidad | | | 2 | | | | | | 2 | | | | | | [removed: 38] [added: 42] | | | | | | [removed: 32] [added: 35] | | | | | | [removed: 40] [added: 44] | | | | | | [removed: 34] [added: 37] | | |

(1) EOG operated [removed: 9,304] [added: 9,910] gross and [removed: 8,291] [added: 8,792] net producing crude oil and natural gas wells at December 31, [removed: 2023.][added: 2024.]

Gross crude oil and natural gas wells include [removed: 58] [added: 55] wells with multiple completions.

During the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] EOG expended [removed: $6.0] [added: $5.6] billion, [removed: $5.2] [added: $6.0] billion and [removed: $4.0] [added: $5.2] billion, respectively, for exploratory and development drilling, facilities and acquisition of leases and producing properties, including asset retirement costs of [removed: $257] [added: $(2)] million, [removed: $298] [added: $257] million and [removed: $127] [added: $298] million, respectively.

The following tables set forth the results of the gross crude oil and natural gas wells completed for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021:][added: 2022:]

| United States | | | [removed: 474 | | | | | | 72 | | | | | | 5] [added: 21] | | | | | | [removed: 551] [added: 4] | | | | | | [removed: 10] [added: 25] | | | | | | [removed: 1] [added: 19] | | | | | | [removed: 1] [added: 3] | | | | | | [removed: 12] [added: 22] | | |

| Trinidad | | | — | | | | | | [removed: —] [added: 1] | | | | | | — | | | | | | [removed: —] [added: 1] | | | | | | — | | | | | | [removed: —] [added: 3] | | | | | | — | | | | | | [removed: —] [added: 3] | | |

The following tables set forth the results of the net crude oil and natural gas wells completed for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021:][added: 2022:]

EOG participated in the drilling of wells that were in the process of being drilled or completed at the end of the period as set out in the table below for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021:][added: 2022:]

| | | | [removed: 2023] [added: 2024] | | | | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | |

| United States | | | [removed: 254] [added: 243] | | | | | | [removed: 212] [added: 213] | | | | | | [removed: 251] [added: 254] | | | | | | [removed: 213] [added: 212] | | | | | | [removed: 191] [added: 251] | | | | | | [removed: 167] [added: 213] | | |

| Trinidad | | | [removed: 3] [added: —] | | | | | | [removed: 3] [added: 1] | | | | | | [removed: 1] [added: —] | | | | | | 1 | | | | | | [removed: 1] [added: —] | | | | | | [removed: 1] [added: 3] | | | [added: | | | — | | | | | | 3 | | |]

| Total | | | [removed: 257] [added: 245] | | | | | | [removed: 215] [added: 214] | | | | | | [removed: 252] [added: 257] | | | | | | [removed: 214] [added: 215] | | | | | | [removed: 192] [added: 252] | | | | | | [removed: 168] [added: 214] | | |

Included in the [removed: previous] [added: above] table of wells in progress at the end of the period were wells which had been drilled, but were not completed (DUCs).

At December 31, [removed: 2023,] [added: 2024,] there were approximately [removed: 134] [added: 179] MMBoe of net PUDs associated with EOG's inventory of DUCs.

| United States | | | [removed: 156] [added: 170] | | | | | | [removed: 132] [added: 140] | | | | | | [removed: 122] [added: 156] | | | | | | [removed: 98] [added: 132] | | | | | | [removed: 121] [added: 122] | | | | | | [removed: 105] [added: 98] | | |

| Trinidad | | | [removed: 1] [added: 2] | | | | | | 1 | | | | | | [removed: —] [added: 3] | | | | | | [removed: —] [added: 3] | | | | | | [removed: —] [added: 1] | | | | | | [removed: —] [added: 1] | | |

| Total | | | [removed: 157] [added: 171] | | | | | | [removed: 133] [added: 141] | | | | | | [removed: 122] [added: 157] | | | | | | [removed: 98] [added: 133] | | | | | | [removed: 121] [added: 122] | | | | | | [removed: 105] [added: 98] | | |

EOG acquired wells as set forth in the following table (excluding the acquisition of additional interests in 4, [removed: 74] [added: 4] and [removed: 5] [added: 74] net wells in which EOG previously owned an interest for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively) for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021:][added: 2022:]

| United States | | | [removed: 2] [added: 607] | | | | | | [removed: 14] [added: 117] | | | | | | [removed: 16] [added: 6] | | | | | | [added: 730 | | | | | | 8 | | | | | |] 1 | | | | | | [removed: 13] [added: —] | | | | | | [removed: 14] [added: 9] | | |

| Total | | | [removed: 2] [added: 21] | | | | | | [removed: 14] [added: 4] | | | | | | [removed: 16] [added: 25] | | | | | | [removed: 1] [added: 19] | | | | | | [removed: 13] [added: 3] | | | | | | [removed: 14] [added: 22] | | |

*Other Property, Plant and Equipment.* EOG's other property, plant and equipment primarily includes gathering, [removed: transportation and] processing [removed: infrastructure] [added: and transportation] assets, carbon capture and storage assets and buildings.

EOG does not own drilling [removed: rigs,] [added: rigs or] hydraulic fracturing [removed: equipment or rail cars.][added: equipment.]

| United States | | | 1,770 | | | | | | 1,429 | | | | | | 2,789 | | | | | | 1,929 | | | | | | 4,559 | | | | | | 3,358 | | |

| Trinidad | | | 102 | | | | | | 77 | | | | | | 191 | | | | | | 110 | | | | | | 293 | | | | | | 187 | | |

| Total | | | 1,872 | | | | | | 1,506 | | | | | | 3,989 | | | | | | 3,048 | | | | | | 5,861 | | | | | | 4,554 | | |

| United States | | | 10,288 | | | | | | 7,111 | | | | | | 3,605 | | | | | | 1,782 | | | | | | 13,893 | | | | | | 8,893 | | |

| Total (1) | | | 10,290 | | | | | | 7,113 | | | | | | 3,647 | | | | | | 1,817 | | | | | | 13,937 | | | | | | 8,930 | | |

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total | | | 607 | | | | | | 118 | | | | | | 6 | | | | | | 731 | | | | | | 8 | | | | | | 4 | | | | | | — | | | | | | 12 | | |

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| United States | | | 527 | | | | | | 101 | | | | | | 5 | | | | | | 633 | | | | | | 7 | | | | | | 1 | | | | | | — | | | | | | 8 | | |

| Total | | | 527 | | | | | | 102 | | | | | | 5 | | | | | | 634 | | | | | | 7 | | | | | | 4 | | | | | | — | | | | | | 11 | | |

| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | |

| Trinidad | | | 1 | | | | | | 1 | | | | | | 1 | | | | | | 1 | | | | | | — | | | | | | — | | |

| 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| United States | | | 1,869 | | | | | | 1,500 | | | | | | 2,747 | | | | | | 1,866 | | | | | | 4,616 | | | | | | 3,366 | | |

| Trinidad | | | 77 | | | | | | 65 | | | | | | 238 | | | | | | 139 | | | | | | 315 | | | | | | 204 | | |

| Total | | | 1,946 | | | | | | 1,565 | | | | | | 3,994 | | | | | | 3,014 | | | | | | 5,940 | | | | | | 4,579 | | |

| United States | | | 9,475 | | | | | | 6,652 | | | | | | 3,595 | | | | | | 1,772 | | | | | | 13,070 | | | | | | 8,424 | | |

| Total (1) | | | 9,477 | | | | | | 6,654 | | | | | | 3,633 | | | | | | 1,804 | | | | | | 13,110 | | | | | | 8,458 | | |

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Oman | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 3 | | | | | | 3 | | |

| Total | | | 474 | | | | | | 72 | | | | | | 5 | | | | | | 551 | | | | | | 10 | | | | | | 1 | | | | | | 4 | | | | | | 15 | | |

| United States | | | 434 | | | | | | 66 | | | | | | 4 | | | | | | 504 | | | | | | 10 | | | | | | 1 | | | | | | 1 | | | | | | 12 | | |

| Total | | | 434 | | | | | | 66 | | | | | | 4 | | | | | | 504 | | | | | | 10 | | | | | | 1 | | | | | | 4 | | | | | | 15 | | |

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

As of February [removed: 15, 2024,] [added: 13, 2025,] there were approximately [removed: 3,000] [added: 3,100] record holders and approximately [removed: 1,093,000] [added: 1,252,000] beneficial owners of EOG's common stock.

(1)Includes [removed: 2,444,880] [added: 7,782,416] shares repurchased during the quarter ended December 31, [removed: 2023,] [added: 2024,] at an average price of [removed: $122.71] [added: $126.08] per share (inclusive of commissions and transaction fees), pursuant to the [removed: November 2021] [added: Share Repurchase] Authorization (as defined [removed: and further discussed] below); such repurchases count against the [removed: November 2021] [added: Share Repurchase] Authorization.

The share repurchases [added: effected] during [removed: December 2023] [added: the periods October 1, 2024 through November 8, 2024 and November 11, 2024 through November 20, 2024] were made pursuant to [removed: a] Rule 10b5-1 trading [removed: plan] [added: plans] entered into by EOG on [removed: December 1, 2023 (prior to the opening of trading on such day).][added: September 30, 2024 and November 8, 2024 (respectively).]

Also includes [removed: 82,707] [added: 84,841] total shares that were withheld by or returned to EOG during the quarter ended December 31, [removed: 2023,] [added: 2024,] at an average price of [removed: $127.66] [added: $132.23] per share, (i) in satisfaction of tax withholding obligations that arose upon the exercise of employee stock options or stock-settled stock appreciation rights or the vesting of restricted stock, restricted stock unit or performance unit grants or (ii) in payment of the exercise price of employee stock [removed: options (such] [added: options; such] shares do not count against the [removed: November 2021 Authorization).][added: Share Repurchase Authorization.]

[removed: (2)Effective] [added: (2)In] November [removed: 4,] 2021, EOG's Board of Directors (Board) established a new share repurchase authorization [removed: that allows] [added: allowing] for the repurchase by EOG of up to $5 billion of its common stock [removed: (November 2021] [added: and, in November 2024, increased such share repurchase authorization from $5 billion to $10 billion, effective November 7, 2024 (Share Repurchase] Authorization).

(3)Under the [removed: November 2021] [added: Share Repurchase] Authorization, EOG may repurchase shares from time to time, at management's discretion, in accordance with applicable securities laws, including through open market transactions, privately negotiated transactions or any combination thereof.

The timing and amount of repurchases is at the discretion of EOG's management and depends on a variety of factors, including the trading price of EOG's common stock, corporate and regulatory requirements, [added: and] other market and economic [removed: conditions, the availability of cash to effect repurchases and EOG's anticipated future capital expenditures and other commitments requiring cash.][added: conditions.]

The [removed: November 2021] [added: Share Repurchase] Authorization has no time limit, does not require EOG to repurchase a specific number of shares and may be modified, suspended or terminated by the Board at any time.

1.$100 was invested on December 31, [removed: 2018] [added: 2019] in each of the following: common stock of EOG, the S&P 500 and the S&P O&G E&P.

(Performance Results Through December 31, [removed: 2023)][added: 2024)]

][added: Performance Graph.jpg](https://www.sec.gov/Archives/edgar/data/821189/000082118925000011/eog-20241231_g1.jpg)]

| | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

| October 1, 2024 - October 31, 2024 | | | | | | 2,401,712 | | | | | | $ | 126.86 | | | | | $ | 299,999,895 | | | | | $ | 1,531,171,168 | |

| November 1, 2024 - November 30, 2024 | | | | | | 1,224,309 | | | | | | 133.70 | | | | | | 157,512,580 | | | | | | 6,373,658,588 | | |

| December 1, 2024 - December 31, 2024 | | | | | | 4,241,236 | | | | | | 123.56 | | | | | | 523,698,015 | | | | | | 5,849,960,573 | | |

| Total | | | | | | 7,867,257 | | | | | | 126.15 | | | | | | 981,210,490 | | | | | | | | |

As of December 31, 2024, (i) EOG had repurchased an aggregate 34,462,691 shares at a total cost of $4,150,039,427 (inclusive of commissions and transaction fees) under the Share Repurchase Authorization and (ii) an additional $5,849,960,573 of shares remained available for repurchases under the Share Repurchase Authorization.

| EOG | | | $ | 100.00 | | | | | $ | 61.36 | | | | | $ | 115.78 | | | | | $ | 181.62 | | | | | $ | 177.98 | | | | | $ | 185.65 | |

| S&P 500 | | | $ | 100.00 | | | | | $ | 118.40 | | | | | $ | 152.39 | | | | | $ | 124.79 | | | | | $ | 157.59 | | | | | $ | 197.02 | |

| S&P O&G E&P | | | $ | 100.00 | | | | | $ | 64.58 | | | | | $ | 120.82 | | | | | $ | 191.50 | | | | | $ | 191.57 | | | | | $ | 181.25 | |

| October 1, 2023 - October 31, 2023 | | | | | | 59,602 | | | | | | $ | 129.19 | | | | | $ | — | | | | | $ | 4,328,867,620 | |

| November 1, 2023 - November 30, 2023 | | | | | | 1,198,980 | | | | | | 122.96 | | | | | | 145,760,313 | | | | | | 4,183,107,307 | | |

| December 1, 2023 - December 31, 2023 | | | | | | 1,269,005 | | | | | | 122.49 | | | | | | 154,239,583 | | | | | | 4,028,867,724 | | |

| Total | | | | | | 2,527,587 | | | | | | 122.87 | | | | | | 299,999,896 | | | | | | | | |

As of the date of this filing, (i) EOG has repurchased an aggregate 8,648,918 shares at a total cost of $971,132,276 (inclusive of commissions and transaction fees) under the November 2021 Authorization and (ii) an additional $4,028,867,724 of shares may be purchased under the November 2021 Authorization.

| EOG | | | $ | 100.00 | | | | | $ | 97.18 | | | | | $ | 59.63 | | | | | $ | 112.52 | | | | | $ | 176.50 | | | | | $ | 172.96 | |

| S&P 500 | | | $ | 100.00 | | | | | $ | 131.49 | | | | | $ | 155.68 | | | | | $ | 200.37 | | | | | $ | 164.08 | | | | | $ | 207.21 | |

| S&P O&G E&P | | | $ | 100.00 | | | | | $ | 112.02 | | | | | $ | 72.35 | | | | | $ | 135.35 | | | | | $ | 214.52 | | | | | $ | 214.60 | |

*Disclosure Controls and Procedures.* EOG's management, with the participation of EOG's principal executive officer and principal financial officer, evaluated the effectiveness of EOG's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act)) as of December 31, [removed: 2023.][added: 2024.]

Based on that evaluation, EOG's principal executive officer and principal financial officer have concluded that EOG's disclosure controls and procedures were effective as of December 31, [removed: 2023.][added: 2024.]

There were no changes in EOG's internal control over financial reporting that occurred during the quarter ended December 31, [removed: 2023,] [added: 2024,] that have materially affected, or are reasonably likely to materially affect, EOG's internal control over financial reporting.

[removed: *Trading Plans/Arrangements.*] [added: Trading Plans/Arrangements.] During the quarter ended December 31, [removed: 2023,] [added: 2024,] no [removed: director or] Section 16 officer of [removed: EOG] [added: EOG, and no director of EOG,] adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (in each case, as defined in Item 408(a) of Regulation S-K).

The [added: other] information required by this Item is incorporated by reference from (i) EOG's Definitive Proxy Statement with respect to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed not later than April [removed: 29, 2024] [added: 30, 2025] and (ii) Item 1 of this report, specifically the information therein set forth under the caption "Information About Our Executive Officers."

Pursuant to Rule 303A.10 of the [removed: New York Stock Exchange] [added: NYSE] and Item 406 of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended, EOG has adopted [removed: a] [added: the] Code of [removed: Business Conduct and Ethics for Directors, Officers and Employees (Code of Conduct) that] [added: Conduct, which] applies to all EOG directors, officers and employees, including EOG's principal executive officer, principal financial officer and principal accounting officer.

EOG intends to disclose any amendments to the Code of Conduct or Code of Ethics, and any waivers with respect to the Code of Conduct or Code of Ethics granted to EOG's principal executive officer, principal financial officer, principal accounting officer, any of our controllers or any of our other employees performing similar functions, on its website at www.eogresources.com within four business days [removed: of] [added: after] the amendment or waiver.

*Insider Trading Policies*.

EOG has insider trading policies and procedures governing the purchase, sale and other disposition of EOG securities by EOG’s directors, officers and employees, and by EOG itself (e.g., EOG's periodic repurchases of its common stock).

EOG believes such policies and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations and the listing standards of the New York Stock Exchange (NYSE) (on which EOG's common stock is listed).

EOG's policies and procedures, which are set forth in the EOG Resources, Inc. Code of Business Conduct and Ethics for Directors, Officers and Employees (Code of Conduct) and EOG's Insider Trading Policy, are attached as Exhibit 19 to this Annual Report on Form 10-K and incorporated herein by reference.

_______________

The information required by this Item is incorporated by reference from EOG's Definitive Proxy Statement with respect to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed not later than April [removed: 29, 2024.][added: 30, 2025.]

The information required by this Item with respect to security ownership of certain beneficial owners and management is incorporated by reference from EOG's Definitive Proxy Statement with respect to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed not later than April [removed: 29, 2024.][added: 30, 2025.]

As of December 31, [removed: 2023, 455,545] [added: 2024, 461,673] phantom shares had been issued.

The following table sets forth data for EOG's equity compensation plans aggregated by the various plans approved by EOG's stockholders and those plans not approved by EOG's stockholders, in each case as of December 31, [removed: 2023.][added: 2024.]

| Equity Compensation Plans [added: Not] Approved by EOG Stockholders | | | | | | [removed: 4,257,571] [added: 358,846] | | | [removed: (2)] [added: (4)] | | | [removed: $] [added: N/A] | [removed: 79.22] | | | | | [removed: 16,284,804] [added: 78,327] | | | [removed: (3)] [added: (5)] | | |

| Equity Compensation Plans [removed: Not] Approved by EOG Stockholders | | | | | | [removed: 359,181] [added: 2,642,192] | | | [removed: (4)] [added: (2)] | | | [removed: N/A] [added: $] | [added: 79.93] | | | | | [removed: 84,455] [added: 14,413,459] | | | [removed: (5)] [added: (3)] | | |

(2)Amount includes (i) [removed: 2,842,973] [added: 1,427,293] outstanding stock option and SAR grants, (ii) [removed: 784,210] [added: 655,656] outstanding restricted stock units, for which shares of EOG common stock will be issued, on a one-for-one basis, upon the vesting of such grants, and (iii) [removed: 630,388] [added: 559,243] outstanding performance units and assumes, for purposes of this table, (A) the application of a 100% performance multiple upon the completion of each of the remaining performance periods in respect of such grants and (B) accordingly, the issuance, on a one-for-one basis, of an aggregate [removed: 630,388] [added: 559,243] shares of EOG common stock upon the vesting of such grants.

As more fully discussed in Note 7 to Consolidated Financial Statements, upon the application of the relevant performance multiple at the completion of each of the remaining performance periods in respect of such grants, (A) a minimum of 0 and a maximum of [removed: 1,260,776] [added: 1,118,486] performance units could be outstanding and (B) accordingly, a minimum of 0 and a maximum of [removed: 1,260,776] [added: 1,118,486] shares of EOG common stock could be issued upon the vesting of such grants.

(3)Consists of (i) [removed: 15,099,333] [added: 13,419,099] shares remaining available for issuance under the 2021 Plan and (ii) [removed: 1,185,471] [added: 994,360] shares remaining available for purchase under the ESPP.

(4)Consists of shares of EOG common stock to be issued in accordance with the Deferral Plan and participant deferral elections (i.e., in respect of the [removed: 359,181] [added: 358,846] phantom shares issued and outstanding under the Deferral Plan as of December 31, [removed: 2023).][added: 2024).]

| Total | | | | | | 3,001,038 | | | | | | | | | | | | 14,491,786 | | | | | |

The Amended and Restated 2008 Plan authorized an additional 31.0 million shares of EOG common stock for grant under the plan and extended the expiration date of the plan to May 2023.

| Total | | | | | | 4,616,752 | | | | | | | | | | | | 16,369,259 | | | | | |

The information required by this Item is incorporated by reference from EOG's Definitive Proxy Statement with respect to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed not later than April [removed: 29, 2024.][added: 30, 2025.]

The information required by this Item is incorporated by reference from EOG's Definitive Proxy Statement with respect to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders to be filed not later than April [removed: 29, 2024.][added: 30, 2025.]

| Management's Responsibility for Financial Reporting | | | [removed: F-[2](#i851262276cee4a6cbb0e8c6b4ff4fe38_139)] [added: F-[2](#i7a210a0878ed43eeaca78684fc687064_142)] | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) | | | [removed: F-[3](#i851262276cee4a6cbb0e8c6b4ff4fe38_142)] [added: F-[3](#i7a210a0878ed43eeaca78684fc687064_145)] | | |

| Consolidated Statements of Income and Comprehensive Income for Each of the Three Years in the Period Ended December 31, [removed: 2023] [added: 2024] | | | [removed: F-[6](#i851262276cee4a6cbb0e8c6b4ff4fe38_145)] [added: F-[5](#i7a210a0878ed43eeaca78684fc687064_148)] | | |

| Consolidated Balance Sheets - December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] | | | [removed: F-[7](#i851262276cee4a6cbb0e8c6b4ff4fe38_148)] [added: F-[6](#i7a210a0878ed43eeaca78684fc687064_151)] | | |

| Consolidated Statements of Stockholders' Equity for Each of the Three Years in the Period Ended December 31, [removed: 2023] [added: 2024] | | | [removed: F-[8](#i851262276cee4a6cbb0e8c6b4ff4fe38_151)] [added: F-[7](#i7a210a0878ed43eeaca78684fc687064_154)] | | |

| Consolidated Statements of Cash Flows for Each of the Three Years in the Period Ended December 31, [removed: 2023] [added: 2024] | | | [removed: F-[9](#i851262276cee4a6cbb0e8c6b4ff4fe38_154)] [added: F-[8](#i7a210a0878ed43eeaca78684fc687064_157)] | | |

| Notes to Consolidated Financial Statements | | | [removed: F-[10](#i851262276cee4a6cbb0e8c6b4ff4fe38_157)] [added: F-[9](#i7a210a0878ed43eeaca78684fc687064_160)] | | |

[removed: | Supplemental Information to Consolidated Financial Statements | | | F-[37](#i851262276cee4a6cbb0e8c6b4ff4fe38_229) | | |][added: SUPPLEMENTAL INFORMATION TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)]

EOG's management assessed the effectiveness of EOG's internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Based on this assessment and those criteria, management believes that EOG maintained effective internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

We have audited the accompanying consolidated balance sheets of EOG Resources, Inc. and subsidiaries (the "Company") as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income and comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the "financial statements").

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

The proved oil and gas properties balance, net was [removed: $24.8] [added: $26.2] billion as of December 31, [removed: 2023,] [added: 2024,] and depletion expense was [removed: $3.2] [added: $3.8] billion for the year then ended.

| Year Ended December 31 | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Crude Oil and Condensate | | | $ | [removed: 13,748] [added: 13,921] | | | | | $ | [removed: 16,367] [added: 13,748] | | | | | $ | [removed: 11,125] [added: 16,367] | |

| Natural Gas Liquids | | | [removed: 1,884] [added: 2,106] | | | | | | [removed: 2,648] [added: 1,884] | | | | | | [removed: 1,812] [added: 2,648] | | |

| Natural Gas | | | [removed: 1,744] [added: 1,551] | | | | | | [removed: 3,781] [added: 1,744] | | | | | | [removed: 2,444] [added: 3,781] | | |

| Gains (Losses) on Mark-to-Market Financial Commodity [added: and Other] Derivative Contracts, Net | | | [removed: 818] [added: 204] | | | | | | [removed: (3,982)] [added: 818] | | | | | | [removed: (1,152)] [added: (3,982)] | | |

| Gathering, Processing and Marketing | | | [removed: 5,806] [added: 5,800] | | | | | | [removed: 6,696] [added: 5,806] | | | | | | [removed: 4,288] [added: 6,696] | | |

| Gains on Asset Dispositions, Net | | | [removed: 95] [added: 16] | | | | | | [removed: 74] [added: 95] | | | | | | [removed: 17] [added: 74] | | |

| Other, Net | | | [removed: 91] [added: 100] | | | | | | [removed: 118] [added: 91] | | | | | | [removed: 108] [added: 118] | | |

| Total | | | [removed: 24,186] [added: 23,698] | | | | | | [removed: 25,702] [added: 24,186] | | | | | | [removed: 18,642] [added: 25,702] | | |

| Lease and Well | | | [removed: 1,454] [added: 1,572] | | | | | | [removed: 1,331] [added: 1,454] | | | | | | [removed: 1,135] [added: 1,331] | | |

| [removed: Gathering and] [added: Gathering,] Processing [added: and Transportation] Costs | | | [removed: 663] [added: 6] | | | | | | [removed: 621] [added: 4] | | | | | | [removed: 559] [added: 4] | | |

| Exploration Costs | | | [removed: 181] [added: 174] | | | | | | [removed: 159] [added: 181] | | | | | | [removed: 154] [added: 159] | | |

| Dry Hole Costs | | | [removed: 1] [added: 14] | | | | | | [removed: 45] [added: 1] | | | | | | [removed: 71] [added: 45] | | |

| Impairments | | | [removed: 202] [added: 391] | | | | | | [removed: 382] [added: 202] | | | | | | [removed: 376] [added: 382] | | |

| Marketing Costs | | | [removed: 5,709] [added: 5,717] | | | | | | [removed: 6,535] [added: 5,709] | | | | | | [removed: 4,173] [added: 6,535] | | |

| Depreciation, Depletion and Amortization | | | [removed: 3,492] [added: 4,108] | | | | | | [removed: 3,542] [added: 3,492] | | | | | | [removed: 3,651] [added: 3,542] | | |

| General and Administrative | | | [removed: 640] [added: 669] | | | | | | [removed: 570] [added: 640] | | | | | | [removed: 511] [added: 570] | | |

| Taxes Other Than Income | | | [removed: 1,284] [added: 1,249] | | | | | | [removed: 1,585] [added: 1,284] | | | | | | [removed: 1,047] [added: 1,585] | | |

| Total | | | [removed: 14,583] [added: 15,616] | | | | | | [removed: 15,736] [added: 14,583] | | | | | | [removed: 12,540] [added: 15,736] | | |

| Operating Income | | | [removed: 9,603] [added: 8,082] | | | | | | [removed: 9,966] [added: 9,603] | | | | | | [removed: 6,102] [added: 9,966] | | |

| Other Income, Net | | | [removed: 234] [added: 274] | | | | | | [removed: 114] [added: 234] | | | | | | [removed: 9] [added: 114] | | |

| Income Before Interest Expense and Income Taxes | | | [removed: 9,837] [added: 8,356] | | | | | | [removed: 10,080] [added: 9,837] | | | | | | [removed: 6,111] [added: 10,080] | | |

| Incurred | | | [removed: 181] [added: 183] | | | | | | [removed: 215] [added: 181] | | | | | | [removed: 211] [added: 215] | | |

| Capitalized | | | [removed: (33)] [added: (45)] | | | | | | [removed: (36)] [added: (33)] | | | | | | [removed: (33)] [added: (36)] | | |

| Interest Expense, Net | | | [removed: 148] [added: 138] | | | | | | [removed: 179] [added: 148] | | | | | | [removed: 178] [added: 179] | | |

| Supplemental Information to Consolidated Financial Statements | | | F-[34](#i7a210a0878ed43eeaca78684fc687064_235) | | |

| February 27, 2025 | | | | | | | | |

February 27, 2025

| Gathering, Processing and Transportation Costs | | | 1,722 | | | | | | 1,620 | | | | | | 1,587 | | |

| Deferred Postretirement Plan | | | 1 | | | | | | — | | | | | | — | | |

| At December 31 | | | 2024 | | | | | | 2023 | | |

| Treasury Stock Repurchased | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (3,209) | | | | | | (3,209) | | |

| Balance at December 31, 2024 | | | $ | 206 | | | | | $ | 6,090 | | | | | $ | (4) | | | | | $ | 26,941 | | | | | $ | (3,882) | | | | | $ | 29,351 | |

| Year Ended December 31 | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Impairments | | | 391 | | | | | | 202 | | | | | | 382 | | |

| Long-Term Debt Borrowings | | | 985 | | | | | | — | | | | | | — | | |

*Change in Presentation.* Effective January 1, 2024, EOG combined Transportation Costs and Gathering and Processing Costs into one line item titled Gathering, Processing and Transportation Costs within the Consolidated Statements of Income and Comprehensive Income.

This presentation has been conformed for all periods presented and had no impact on previously reported Net Income.

The new standard is effective for annual periods beginning after December 15, 2024.

EOG will adopt ASU 2023-09 on a retrospective basis in the fourth quarter of 2025, and does not expect there to be a material impact on its consolidated financial statements; however, additional income tax disclosures may be required.

In March 2024, the SEC adopted final rules under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors.

The rules amending Regulation S-X will require public entities to provide certain climate-related information in their annual reports and registration statements.

The rules were scheduled to be effective for large accelerated filers commencing with the fiscal period beginning January 1, 2025.

In April 2024, however, the SEC voluntarily issued an administrative stay of the implementation of the rules, pending judicial review, and, in February 2025, requested the court to pause further judicial proceedings regarding the rules, pending the SEC's determination of the appropriate next steps.

In November 2024, the FASB issued ASU 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" (ASU 2024-03), which requires disaggregated disclosure of income statement expenses for public business entities (PBEs).

ASU 2024-03 requires PBEs to disaggregate certain expense captions from the face of the income statement.

The ASU does not change or remove any existing expense disclosure requirements.

| 5.650% Senior Notes due 2054 | | | 1,000 | | | | | | — | | |

On November 21, 2024, EOG closed on its offering of $1.0 billion aggregate principal amount of its 5.650% Senior Notes due 2054 (the Notes).

Interest on the Notes is payable semi-annually in arrears on June 1 and December 1 of each year, beginning on June 1, 2025.

EOG received net proceeds of $985 million from the issuance of the Notes, which will be used for general corporate purposes, including (i) the repayment of the $500 million aggregate principal amount of 3.15% Senior Notes due 2025 and (ii) the funding of future capital expenditures.

| Balance at December 31, 2024 | | | 588,940 | | | | | | (31,731) | | | | | | 557,209 | | |

| December 31, 2024 | | | $ | (4) | | | | | $ | — | | | | | $ | (4) | |

| | | | 2024 | | | | | | 2023 | | |

EOG also has foreign income tax NOLs of approximately $430 million.

Certain foreign income tax NOLs can be carried forward up to 20 years and all others have an indefinite carryforward.

Prior to EOG filing its consolidated 2023 U.S. federal income tax return, the Internal Revenue Service issued additional guidance in the form of proposed CAMT regulations.

EOG relied on this guidance and, as a result, the 2023 CAMT liability and associated tax credit carryforward decreased by $136 million.

EOG utilized the remaining $76 million of the CAMT credit carryforward to reduce its regular federal income tax liability in 2024.

The Inflation Reduction Act of 2022, among other things, allows a taxpayer to purchase transferable tax credits.

In 2024, EOG purchased approximately $200 million of renewable energy tax credits from a third party which were used to offset tax year 2024 estimated tax payments.

The cash payments made to the third party were included in income taxes, net of refunds received, as disclosed in Note 10.

| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | |

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | |

| February 22, 2024 | | | | | | | | |

February 22, 2024

| Transportation Costs | | | 957 | | | | | | 966 | | | | | | 863 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2020 | | | $ | 206 | | | | | $ | 5,945 | | | | | $ | (12) | | | | | $ | 14,170 | | | | | $ | (7) | | | | | $ | 20,302 | |

| Deferred Income Taxes | | | 683 | | | | | | (61) | | | | | | (122) | | |

EOG sold its operations in the China Sichuan Basin (China) in the second quarter of 2021.

Lease rentals are expensed as incurred.

Effective January 1, 2021, EOG adopted the provisions of ASU 2019-12, "Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes" (ASU 2019-12).

There was no impact upon adoption of ASU 2019-12 to EOG's consolidated financial statements or related disclosures.

In addition, the amendment prescribes interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements.

EOG is continuing to evaluate the provisions of ASU 2023-09 and does not anticipate a material impact on its consolidated financial statements and related disclosures upon adoption.

| 2.625% Senior Notes due 2023 | | | $ | — | | | | | $ | 1,250 | |