EOG RESOURCES INC 8-K

What Happened
EOG Resources, Inc. filed an 8-K reporting results of its 2026 Annual Meeting (held May 20, 2026 by webcast) and announcing the Board increased the company’s share repurchase authorization from $10 billion to $20 billion, effective May 20, 2026. At the meeting all nine director nominees were elected, Deloitte & Touche LLP was ratified as auditor, and the company’s non-binding “say-on-pay” advisory vote was approved.

Key Details

• Record date and shares: record date March 23, 2026; 535,715,814 shares of common stock outstanding and entitled to vote.
• Directors: all nine nominees were elected; “For” votes on nominees ranged from 96.39% to 99.42% of shares voted (example: John D. Chandler received 463,782,715 votes for, 99.42%).
• Auditor ratification: Deloitte & Touche LLP ratified as auditor — 471,937,317 shares for (96.28%), 18,187,649 against.
• Say-on-Pay: advisory approval — 450,409,046 shares for (96.58%), 15,902,955 against; 23,613,040 broker non-votes.
• Share repurchase authorization: as of March 31, 2026 EOG had repurchased ~59.4 million shares at a total cost of ~$7.1 billion and about $2.9 billion remained under the original $10 billion authorization; on May 20, 2026 the Board increased the authorization by $10 billion (to $20 billion), additive to the remaining ~$2.9 billion — approximately $12.9 billion available going forward.

Why It Matters
The meeting outcomes confirm board and governance continuity (all directors elected; auditor ratified) and shareholder support for executive compensation. The Board’s decision to double the buyback authorization materially increases management’s ability to repurchase shares (an additional $10 billion added to the previously remaining authorization), a significant capital-allocation action investors track when assessing company returns of capital.