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Robert Daniels

Presiding Director at EOG RESOURCESEOG RESOURCES
Board

About Robert P. Daniels

Robert P. Daniels (age 66) has served as an independent director of EOG since 2017, with a 32-year career at Anadarko Petroleum culminating as EVP, International and Deepwater Exploration (2013–2016) and earlier senior roles in worldwide exploration and E&P . He also serves as an independent, non‑executive director at MicroSeismic, Inc., sitting on its Audit and Nominations & Governance Committees (private company) . Education is not disclosed in the proxy; his core credentials emphasize deep technical and leadership experience in upstream exploration and executive committee governance .

Past Roles

OrganizationRoleTenureCommittees/Impact
Anadarko PetroleumPresident, Anadarko Canada2001–2004Executive Committee member; governance/risk oversight liaison
Anadarko PetroleumSVP, Exploration & Production2004–2006Executive Committee representative to Board Governance & Risk Committee
Anadarko PetroleumSVP, Worldwide Exploration2006–2013Executive Committee member; led global exploration
Anadarko PetroleumEVP, International & Deepwater Exploration2013–2016Executive Committee; deepwater strategy leadership

External Roles

OrganizationRoleTenureCommittees
MicroSeismic, Inc. (private)Independent DirectorSince 2010Audit; Nominations & Governance

Board Governance

  • Independence: The Board has affirmatively determined Daniels is independent under EOG bylaws, NYSE and SEC rules .
  • Attendance: The Board met eight times in 2024; each director attended at least 75% of Board and committee meetings, and all directors attended the 2024 annual meeting .
  • Committee membership and activity:
    • Audit Committee member; 8 meetings in 2024; all members “financially literate” (NYSE requirement) .
    • Compensation & Human Resources Committee member; 5 meetings in 2024 .
    • Nominating, Governance & Sustainability Committee member; 4 meetings in 2024 .
  • Chairs (for context): Audit—C. Christopher Gaut; Compensation—Julie J. Robertson; Nominating—Janet Clark .
  • Committee independence: All standing committees are comprised exclusively of independent directors .

Fixed Compensation

YearCash Retainer ($)Committee/Meeting Fees ($)All Other Compensation ($)Notes
2023100,000 0 (no meeting/chair fees are paid) 100,000 (charitable matching) Deferral Plan available for cash fees
2024110,000 0 (no meeting/chair fees are paid) 100,000 (charitable matching) Deferral Plan continues (flex/phantom stock accounts)
  • Deferral Plan: Directors may defer cash fees into a flexible account or a phantom stock account (treated as purchases of EOG stock at closing price; dividends reinvested) .

Performance Compensation

Grant YearRSUs Granted (Units)Grant DateGrant Fair Value ($)VestingDeferral Election
20231,838 May 30, 2023 199,993 100% after 1 year RSUs/dividends can be deferred into phantom stock
20241,589 May 28, 2024 199,976 100% after 1 year RSUs/dividends can be deferred into phantom stock

EOG’s director equity awards are time‑vested RSUs without performance conditions; market values cited in the proxy reflect year‑end prices (not shown above for Daniels individually) .

Other Directorships & Interlocks

CompanyRelationship to EOGPotential Interlock/Conflict Considerations
MicroSeismic, Inc.Oilfield services (private)The Board’s independence review considered transactions with entities in oil & gas where directors are affiliated and determined relationships were not material and did not impair independence (applies generally; no specific transaction with MicroSeismic disclosed) .

Expertise & Qualifications

  • Deep upstream exploration leadership (international/deepwater) and executive committee governance experience from Anadarko .
  • Audit Committee member—meets NYSE “financially literate” requirement (Board determination); not designated as the committee’s “financial expert” in the roster .
  • Industry experience aligns with EOG’s exploration and development profile; ongoing board education and management presentations on risk, regulatory, environmental, and safety topics .

Equity Ownership

Measure (as of 3/15/2025)Amount (Shares)
Shares Beneficially Owned0
SARs Exercisable by 5/14/20250
Total Beneficial Ownership0
RSUs, Performance Units, and Phantom Shares28,584
Total Ownership (incl. RSUs/Phantom)28,584
  • Director Stock Ownership Guidelines: Non‑employee directors must hold EOG stock (shares and/or phantom stock) equal to 5× the annual cash retainer, with compliance required within 5 years of the later of initial election or April 30, 2019; sale limits apply if not compliant (status for Mr. Daniels not disclosed) .

Governance Assessment

  • Strengths:
    • Independent director with substantial upstream leadership; serves on all three core committees, supporting board effectiveness across audit, pay, and governance .
    • Solid engagement: Board held eight meetings in 2024; directors met attendance expectations and participated in annual meeting .
    • Pay mix is shareholder‑friendly for directors: fixed cash retainer plus time‑vested RSUs; no meeting/chair fees; optional deferral into phantom stock enhancing alignment .
    • Broader shareholder support context: Say‑on‑Pay received ~95% “For” at 2024 annual meeting, signaling investor confidence in compensation governance framework .
  • Watch‑items/Red Flags:
    • Zero directly beneficially owned shares as of March 15, 2025; ownership comprised of RSUs/phantom shares. While within EOG’s framework, some investors prefer direct share ownership for stronger “skin‑in‑the‑game” optics (compliance status with 5× guideline not disclosed) .
    • External affiliation with an oilfield services company (MicroSeismic) inherently requires ongoing monitoring for related‑party exposure; the Board’s assessment found no material relationships impairing independence (no specific transactions disclosed) .
    • Not designated as the Audit Committee’s “financial expert”; however, he meets NYSE financial literacy requirements and contributes relevant operating expertise .

Overall, Daniels’ industry depth and committee coverage bolster board oversight and strategy execution, with alignment mechanisms via RSUs and phantom stock. The absence of directly held shares and private oilfield services affiliation merit periodic review, though current independence determinations and attendance record support investor confidence .