Caterpillar (NYSE: CAT) Group President sells 15,977 shares after exercising options

Rhea-AI Filing Summary

Caterpillar Inc. Group President Bob De Lange reported multiple stock transactions on February 2, 2026. He exercised 20,512 employee stock options at $151.12

To cover taxes, 4,535 shares were withheld in a transaction coded “F” at a weighted price of $683.41sold 15,977 shares of common stock in an open-market sale at a weighted average price of $682.99$682.93 and $683.49. After these transactions, De Lange directly owned 79,953 shares of Caterpillar common stock.

02/03/2026 - 03:55 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

De Lange Bob

(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)
02/02/2026

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	02/02/2026		M		20,512	A	$151.12	100,465	D
Common Stock	02/02/2026		F		4,535	D	$683.41	95,930	D
Common Stock	02/02/2026		S		15,977	D	$682.99(1)	79,953	D

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
Employee Stock Options	$151.12	02/02/2026		M			20,512	(2)	03/05/2028	Common Stock	20,512	$151.12	0	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $682.93 to $683.49. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

2. The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 5, 2018 and vest equally in 1/3 increments in the first, second and thired anniversaries of the grant date.

	/s/ Nicole Puza, POA for Bob De Lange	02/03/2026
	** 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 did Caterpillar (CAT) executive Bob De Lange report in this Form 4?

Bob De Lange reported an option exercise and share sale. He exercised 20,512 employee stock options, received common shares, had 4,535 shares withheld for taxes, and sold 15,977 shares, ending with direct ownership of 79,953 Caterpillar shares.

How many Caterpillar (CAT) options did Bob De Lange exercise and at what price?

He exercised 20,512 employee stock options at $151.12 per share. These options were granted under the Caterpillar Inc. 2014 Long-Term Incentive Plan and converted into an equal number of common shares before subsequent tax withholding and share sale transactions.

How many Caterpillar (CAT) shares did Bob De Lange sell and at what price?

He sold 15,977 Caterpillar common shares at a weighted average price of $682.99. The sale was executed in multiple trades, with prices ranging from $682.93 to $683.49, as disclosed in the Form 4 footnote.

What portion of Bob De Lange’s Caterpillar (CAT) shares were withheld for taxes?

A total of 4,535 shares were withheld in a tax-related transaction. This transaction, coded “F,” was reported at a price of $683.41 per share and reduced his directly held shares before the open-market sale of additional shares.

How many Caterpillar (CAT) shares does Bob De Lange own after these transactions?

After the reported transactions, Bob De Lange directly owns 79,953 Caterpillar shares. This figure reflects the option exercise, tax withholding of 4,535 shares, and the open-market sale of 15,977 shares completed on February 2, 2026.

What plan governed the stock options exercised by Bob De Lange at Caterpillar (CAT)?

The options came from the Caterpillar Inc. 2014 Long-Term Incentive Plan. They were granted on March 5, 2018 and vest in three equal annual installments on the first, second, and third anniversaries of the grant date, as described in the footnotes.