Caterpillar (NYSE: CAT) executive plans multimillion-dollar Rule 144 stock sale

Rhea-AI Filing Summary

Caterpillar executive Bob De Lange has filed a notice to sell 16,070 shares of Caterpillar common stock under Rule 144. The shares are to be sold through Morgan Stanley Smith Barney LLC on or about 02/04/2026 on the NYSE, with an indicated aggregate market value of 11328798.80.

The filing shows these 16,070 shares were acquired on 02/04/2026 via a stock option exercise paid in cash. Over the prior three months, De Lange reported additional sales of 14,638 shares on 11/05/2025 for gross proceeds of 8231847.64 and 15,977 shares on 02/02/2026 for gross proceeds of 10912128.03.

Insights

Insider transactions and equity compensation analyst

Large planned Rule 144 sale by Caterpillar executive, but small versus total shares outstanding.

The filing details a planned sale of 16,070 Caterpillar common shares by Bob De Lange, following a same-day cash stock option exercise. The sale is routed through Morgan Stanley Smith Barney LLC and uses Rule 144, which governs resales of restricted or control securities.

Context in the document notes 467,979,596 shares of Caterpillar common stock outstanding, indicating this individual sale is very small relative to the total. The executive also reported prior three-month sales of 14,638 and 15,977 shares, with gross proceeds of 8231847.64 and 10912128.03, respectively.

The representation in the signature section states that the seller does not know of any undisclosed material adverse information about Caterpillar’s current or prospective operations. Actual market impact, if any, will depend on broader trading and investor perception of cumulative insider activity as disclosed in future filings.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	16070	11328798.80	467979596	02/04/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/04/2026	Stock Option Exercise	Issuer			16070	02/04/2026	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
BOB DE LANGE 5205 N. O'CONNOR BOULEVARD, SUITE 100 IRVING TX 75039	Common	11/05/2025	14638	8231847.64
BOB DE LANGE 5205 N. O'CONNOR BOULEVARD, SUITE 100 IRVING TX 75039	Common	02/02/2026	15977	10912128.03

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does Caterpillar (CAT) insider Bob De Lange plan to sell under this Form 144?

The filing shows Bob De Lange plans to sell 16,070 shares of Caterpillar common stock. These shares are to be sold through Morgan Stanley Smith Barney LLC on or about 02/04/2026 on the NYSE under Rule 144 resale provisions.

How did the Caterpillar (CAT) shares being sold by Bob De Lange be acquired?

The 16,070 Caterpillar shares were acquired on 02/04/2026 via a stock option exercise. The filing states the exercise was paid in cash, indicating a typical equity compensation transaction where options are converted into common shares for subsequent potential sale.

What is the reported market value of the Caterpillar (CAT) shares in this planned sale?

The Form 144 lists an aggregate market value of 11328798.80 for the 16,070 Caterpillar common shares to be sold. This figure reflects the indicative value at the time of the notice and provides a scale for the planned insider transaction.

Which broker will handle the Caterpillar (CAT) Form 144 sale for Bob De Lange?

The filing identifies Morgan Stanley Smith Barney LLC Executive Financial Services, located at 1 New York Plaza, 8th Floor, New York, NY 10004, as the broker. The transaction is expected to occur on the NYSE around 02/04/2026.

How many Caterpillar (CAT) shares has Bob De Lange sold in the past three months?

The notice reports two prior sales in the last three months: 14,638 shares on 11/05/2025 for gross proceeds of 8231847.64, and 15,977 shares on 02/02/2026 for gross proceeds of 10912128.03. These are separate from the 16,070 shares planned.

How many Caterpillar (CAT) shares are outstanding according to this Form 144?

The filing states that 467,979,596 shares of Caterpillar common stock are outstanding. This figure provides context, showing that the planned sale of 16,070 shares by Bob De Lange is very small compared with the total shares outstanding.