Caterpillar (NYSE: CAT) Group President reports equity grant and taxes

Rhea-AI Filing Summary

Caterpillar Inc. Group President Rodney Michael Shurman reported equity compensation activity involving company common stock. On February 10, 2026 he acquired 2,469 shares of Caterpillar common stock at $0 per share as a grant or award, bringing his directly held stake after that transaction to 4,091 shares.

On the same date, 887 shares were disposed of at $744.83 per share to satisfy tax obligations arising from the vesting of performance-based restricted stock units granted on March 6, 2023, leaving him with 3,204 directly owned shares. In addition, he has 6,748 shares held indirectly through a 401(k) plan, with that information based on a plan statement dated January 31, 2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Shurman Rodney Michael

(Last) (First) (Middle)

5205 N. O'CONNOR BOULEVARD, SUITE 100

(Street)

IRVING TX 75039

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CATERPILLAR INC [ CAT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Group President

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/10/2026		A		2,469	A	$0	4,091	D
Common Stock	02/10/2026		F		887(1)	D	$744.83	3,204	D
Common Stock								6,748	I	Held by 401(k) plan(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld from the reporting person to satisfy tax obligation arising from the vesting of performance-based restricted stock units granted March 6, 2023.

2. The information in this report is based on a 401(k) plan statement dated as of January 31, 2026.

	/s/ Nicole Puza, POA for Rodney Shurman	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Caterpillar (CAT) executive Rodney Shurman report?

Rodney Michael Shurman reported receiving 2,469 shares of Caterpillar common stock as a grant on February 10, 2026. He also reported a related tax-withholding share disposition and his direct and 401(k) plan holdings following these transactions.

How many Caterpillar (CAT) shares did Rodney Shurman acquire in the latest Form 4?

He acquired 2,469 shares of Caterpillar common stock at $0 per share as a grant or award. This equity award increased his directly held Caterpillar shares to 4,091 immediately after the acquisition transaction on February 10, 2026.

Why were 887 Caterpillar (CAT) shares disposed of in Rodney Shurman’s Form 4?

The 887 shares were withheld to satisfy tax obligations from the vesting of performance-based restricted stock units granted on March 6, 2023. These shares were reported as disposed of at a price of $744.83 per share on February 10, 2026.

What are Rodney Shurman’s direct Caterpillar (CAT) share holdings after these transactions?

Following the reported grant and tax-related share withholding, Rodney Shurman directly owns 3,204 shares of Caterpillar common stock. This figure reflects his direct ownership after both the acquisition and tax-withholding disposition reported on February 10, 2026.

How many Caterpillar (CAT) shares does Rodney Shurman hold through his 401(k) plan?

He indirectly holds 6,748 Caterpillar shares through a 401(k) plan. This 401(k) balance is based on a plan statement dated as of January 31, 2026, and is reported separately from his directly owned Caterpillar common stock.

What position does Rodney Shurman hold at Caterpillar (CAT) in this Form 4?

Rodney Michael Shurman is identified as an officer of Caterpillar with the title "Group President." He is not listed as a director or 10% owner in the Form 4, and the filing is made by one reporting person.