Exhibit 10.2
This document constitutes part of a prospectus covering
securities
that have been registered under the Securities Act of
1933.
EOG RESOURCES, INC.
STOCK OPTION AGREEMENT
GRANTEE: [NAME] [EMPLOYEE ID]
Congratulations! You have been granted Options to purchase shares
of $0.01 par value common stock of EOG Resources, Inc.
(“Stock”) as follows:
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|
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Date of Grant
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[GRANT DATE] |
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Total Number of
Options Granted
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[# SHARES] |
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Grant Price per
Option
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[GRANT PRICE] |
This
Grant of Options is governed by the terms and conditions of the EOG
Resources, Inc. 2008 Omnibus Equity Compensation Plan (the
“Plan”), which is hereby made a part of this Grant
Agreement. A copy of the Plan is available upon request to the
Human Resources Department of EOG Resources, Inc. (the
“Company”). All capitalized terms that are not defined
in this Agreement have the meanings ascribed to them under the
Plan.
The
Compensation Committee of the Board of Directors of the Company
pursuant to the Plan, hereby grants to you, the above-named
Grantee, effective as of the Date of Grant set forth above, a Grant
of Options that is exercisable in accordance with the vesting
schedule and terms set forth below.
Assuming
your continuous employment with the Company or an Affiliate, this
Grant of Options will become vested in 25% increments beginning one
year from the Date of Grant and on each of the next three
anniversaries of the Date of Grant and will be exercisable after
vesting until canceled as noted in the paragraphs below. To the
extent vested, this Grant of Options may be exercised in whole or
in part until it terminates. To the extent that the exercise of the
Grant of Options results in income to you for federal, state or
local income, employment or other tax purposes with respect to
which the Company or an Affiliate has a withholding obligation, the
Company or Affiliate is authorized to withhold any tax required to
be withheld by reason of such taxable income, sufficient to satisfy
the withholding obligation.
You must
exercise this Grant of Options through the Company’s
designated broker, UBS Financial Services, Inc. (“UBS”)
by accessing its website at
[ ] or
by calling
[ ]. You will
be notified if the designated broker is changed. If you have been
notified that you must consult with a member of the Company’s
Legal Department prior to engaging in Stock transactions, you must
consult with the Legal Department prior to exercising this Grant of
Options.
If your
employment with the Company or an Affiliate terminates due to
death, Disability, or Ret