Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 1-9743

EOG RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware47-0684736
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

1111 Bagby, Sky Lobby 2, Houston, Texas 77002

(Address of principal executive offices) (Zip Code)

713-651-7000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareEOGNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐

Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.

Title of each classNumber of shares
Common Stock, par value $0.01 per share524,529,176(as of July 28, 2026)

EOG RESOURCES, INC.

TABLE OF CONTENTS

PART I.FINANCIAL INFORMATIONPage No.
ITEM 1.Financial Statements (Unaudited)
Condensed Consolidated Statements of Income and Comprehensive Income - Three Months and Six Months Ended June 30, 2026 and 20253
Condensed Consolidated Balance Sheets - June 30, 2026 and December 31, 20254
Condensed Consolidated Statements of Stockholders' Equity - Three Months and Six Months Ended June 30, 2026 and 20255
Condensed Consolidated Statements of Cash Flows - Six Months Ended June 30, 2026 and 20257
Notes to Condensed Consolidated Financial Statements8
ITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations23
ITEM 3.Quantitative and Qualitative Disclosures About Market Risk41
ITEM 4.Controls and Procedures41
PART II.OTHER INFORMATION
ITEM 1.Legal Proceedings42
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds42
ITEM 5.Other Information43
ITEM 6.Exhibits44
SIGNATURES46

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS