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This excerpt taken from the EOG DEF 14A filed Apr 4, 2008. SARs
Subject to the terms and conditions of the 2008 Plan, a SAR
entitles its holder to the right to receive an amount equal to
the excess of (a) the fair market value of one share of
Common Stock on the date of exercise of the SAR over
(b) the grant price of the SAR. All SARs granted under the
2008 Plan must have a grant price equal to or greater than the
fair market value of our Common Stock at the time the SAR is
granted.
The Compensation Committee may determine the term of any SAR, so
long as that term does not exceed seven years. With respect to
the exercise of a SAR, the Compensation Committee, in its sole
discretion, may also impose whatever further terms and
conditions it deems advisable. The Compensation Committee may
also determine the extent to which any holder of a SAR will have
the right to exercise the SAR following such holder’s
termination of employment or other severance of service with EOG.
Upon the exercise of a SAR, a holder will be entitled to receive
payment in an amount determined by multiplying (i) the
excess of the fair market value of a share of our Common Stock
on the date of exercise over the grant price of the SAR by
(ii) the number of shares of Common Stock with respect to
which the SAR is exercised. At the discretion of the
Compensation Committee, this payment may be in cash, in shares
of our Common Stock of equivalent value, in some combination
thereof, or in any other form that may be approved by the
Compensation Committee.
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