Independent
Tenure on this board
0.5 yrs
Also a director at
Matrix Service Co (MTRX)
9 nominees · 3 ballot items.
Election of nine directors; Ratification of Deloitte & Touche LLP as auditors for 2026; Advisory (non-binding) vote to approve executive compensation; and transacting other business that may properly come before the meeting.
Elect nine directors to hold office until the 2027 annual meeting and until their successors are elected and qualified.
Ratify the Audit Committee’s appointment of Deloitte & Touche LLP as independent registered public accounting firm for 2026.
The proposal asks shareholders to ratify the Audit Committee and Board’s appointment of Deloitte & Touche LLP as EOG’s independent registered public accounting firm for 2026. Management seeks this ratification as routine corporate practice to confirm the selection and authorize engagement for the coming fiscal year; Deloitte has been EOG’s auditor since 2002 and the Audit Committee periodically assesses auditor qualifications, performance and independence, including partner rotation in accordance with SEC rules. The proxy includes disclosure of audit, audit-related, tax and other fees paid to Deloitte in 2024 and 2025 and describes the Audit Committee’s pre-approval policy for audit and non-audit services and delegation of limited authority to the Audit Committee Chair for de minimis approvals. The Board recommends a FOR vote, stating it believes continued retention is in the company’s and stockholders’ best interests and noting procedures if the appointment is not ratified (the Audit Committee would consider other auditors). The recommendation is supported by the Audit Committee’s review of Deloitte’s independence and performance and the company's preference for continuity and institutional knowledge in financial reporting oversight; the proxy also notes the rotation of Deloitte’s lead engagement partner every five years to meet SEC requirements.
Hold an advisory vote to approve the compensation of Named Executive Officers as disclosed in the proxy statement.
This management proposal asks shareholders to cast an advisory (non-binding) vote approving the compensation disclosed for the Named Executive Officers, including the Compensation Discussion and Analysis and related tables. Management seeks stockholder endorsement of the company’s pay practices, which emphasize pay-for-performance through long-term incentives heavily weighted toward performance units tied to relative TSR and ROCE and annual bonuses weighted to financial, strategic, operational and environmental goals. The Board recommends a FOR vote, citing strong pay-performance alignment, stockholder engagement outcomes (97% support in 2025), and governance features such as clawback policy, significant stock ownership guidelines, caps on maximum payouts, and no single-trigger change-in-control vesting. The advisory vote is non-binding, but the Board and Compensation Committee will consider results when reviewing future executive compensation arrangements.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Capital World Investors | 9.74% | 51,890,964 | $7.5B |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 6.58% | 35,054,131 | $5.1B |
| 3 | STATE STREET CORP | 6.37% | 33,921,548 | $4.9B |
| 4 | Capital Research Global Investors | 4.89% | 26,056,870 | $3.8B |
| 5 | JPMORGAN CHASE CO | 4.76% | 25,357,730 | $3.8B |
| 6 | BlackRock, Inc. | 3.72% | 19,818,415 | $2.9B |
| 7 | CHARLES SCHWAB INVESTMENT MANAGEMENT INC | 3.06% | 16,279,433 | $2.4B |
| 8 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.51% | 13,351,332 | $1.9B |
| 9 | BlackRock, Inc. | 2.11% | 11,226,994 | $1.6B |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.07% | 11,036,875 | $1.6B |
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.