At what prices were Denise C. Johnson’s Caterpillar (CAT) share sales executed?

Her reported sales were executed in multiple trades with weighted-average prices generally between about $904.25 and $911.96 per share. The Form 4 notes that detailed trade-by-trade price and share information is available upon request from the issuer, the SEC staff, or security holders.

Caterpillar (NYSE: CAT) executive sells 12,605 shares after option exercise

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Caterpillar Inc. Group President Denise C. Johnson reported a set of option-related and open-market transactions in Caterpillar common stock. She exercised employee stock options covering 16,078 shares at $196.70 per share, with 3,473 shares disposed of to cover tax obligations. The remaining 12,605 shares from the exercise were sold in open-market trades at weighted-average prices generally between about $904 and $912 per share, executed in multiple smaller trades. After these transactions, Johnson directly owned 49,825 shares of Caterpillar common stock.

Insider Trade Summary

Net Seller: 12,605 shares ($11,444,170)

Net Sell 11 txns

Insider Johnson Denise C

Role Group President

Sold 12,605 shs ($11.44M)

Type	Security	Shares	Price	Value
Exercise	Employee Stock Options	16,078	$196.70	$3.16M
Exercise	Common Stock	16,078	$196.70	$3.16M
Tax Withholding	Common Stock	3,473	$910.55	$3.16M
Sale	Common Stock	1,787	$904.70	$1.62M
Sale	Common Stock	2,259	$905.73	$2.05M
Sale	Common Stock	1,491	$906.73	$1.35M
Sale	Common Stock	1,191	$907.98	$1.08M
Sale	Common Stock	2,302	$908.76	$2.09M
Sale	Common Stock	1,568	$909.70	$1.43M
Sale	Common Stock	402	$910.65	$366K
Sale	Common Stock	1,605	$911.92	$1.46M

Holdings After Transaction: Employee Stock Options — 0 shares (Direct, null); Common Stock — 65,903 shares (Direct, null)

Footnotes (1)

This transaction was executed in multiple trades at prices ranging from $904.25 to $905.22. 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. This transaction was executed in multiple trades at prices ranging from $905.25 to $906.20. 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. This transaction was executed in multiple trades at prices ranging from $906.25 to $907.22. 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 This transaction was executed in multiple trades at prices ranging from $907.26 to $908.24. 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 This transaction was executed in multiple trades at prices ranging from $908.27 to $909.25. 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 This transaction was executed in multiple trades at prices ranging from $909.46 to $910.45. 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 This transaction was executed in multiple trades at prices ranging from $910.62 to $910.89. 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 This transaction was executed in multiple trades at prices ranging from $911.76 to $911.96. 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 The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 7, 2022 and vest equally in 1/3 increments on the first, second and third anniversaries of the grant date.

Key Figures

Shares sold: 12,605 shares Option shares exercised: 16,078 shares Tax-withholding shares: 3,473 shares +4 more

7 metrics

Shares sold 12,605 shares Open-market sales of Caterpillar common stock on 2026-05-14

Option shares exercised 16,078 shares Employee stock options exercised at $196.70 per share

Tax-withholding shares 3,473 shares Shares delivered to cover tax obligations on option exercise

Post-transaction holdings 49,825 shares Direct Caterpillar common stock owned after transactions

Exercise price $196.70 per share Exercise price of employee stock options

Representative sale prices $904.25–$911.96 per share Weighted-average price ranges across multiple trade groups

Transaction codes M, F, S Option exercise, tax-withholding disposition, and open-market sales

Key Terms

Employee Stock Options, tax-withholding disposition, derivative exercise/conversion, weighted average sale price, +1 more

5 terms

Employee Stock Options financial

"security_title": "Employee Stock Options""

Employee stock options are contracts that give workers the right to buy a company's shares at a set price sometime in the future, like a coupon that lets you purchase stock at today’s price later on. Investors care because they align employees’ incentives with company performance and create a potential future claim on shares that can reduce existing owners’ percentage and add to a company’s reported compensation costs.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

weighted average sale price financial

"The price reported above reflects the weighted average sale price."

Long-Term Incentive Plan financial

"granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 05:29 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^*

Johnson Denise C

(Last)

(First)

(Middle)

5205 N. O'CONNOR BOULEVARD, SUITE 100

(Street)

IRVING

TEXAS

75039

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/14/2026		M		16,078	A	$196.7	65,903	D
Common Stock	05/14/2026		F		3,473	D	$910.55	62,430	D
Common Stock	05/14/2026		S		1,787	D	$904.7⁽¹⁾	60,643	D
Common Stock	05/14/2026		S		2,259	D	$905.73⁽²⁾	58,384	D
Common Stock	05/14/2026		S		1,491	D	$906.73⁽³⁾	56,893	D
Common Stock	05/14/2026		S		1,191	D	$907.98⁽⁴⁾	55,702	D
Common Stock	05/14/2026		S		2,302	D	$908.76⁽⁵⁾	53,400	D
Common Stock	05/14/2026		S		1,568	D	$909.7⁽⁶⁾	51,832	D
Common Stock	05/14/2026		S		402	D	$910.65⁽⁷⁾	51,430	D
Common Stock	05/14/2026		S		1,605	D	$911.92⁽⁸⁾	49,825	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Options	$196.7	05/14/2026		M			16,078	⁽⁹⁾	03/07/2032	Common Stock	16,078	$196.7	0	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $904.25 to $905.22. 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. This transaction was executed in multiple trades at prices ranging from $905.25 to $906.20. 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.

3. This transaction was executed in multiple trades at prices ranging from $906.25 to $907.22. 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

4. This transaction was executed in multiple trades at prices ranging from $907.26 to $908.24. 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

5. This transaction was executed in multiple trades at prices ranging from $908.27 to $909.25. 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

6. This transaction was executed in multiple trades at prices ranging from $909.46 to $910.45. 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

7. This transaction was executed in multiple trades at prices ranging from $910.62 to $910.89. 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

8. This transaction was executed in multiple trades at prices ranging from $911.76 to $911.96. 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

9. The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 7, 2022 and vest equally in 1/3 increments on the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Denise Johnson	05/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Caterpillar (CAT) report for Denise C. Johnson?

Caterpillar Group President Denise C. Johnson exercised employee stock options for 16,078 shares and disposed of 3,473 shares for taxes, then sold 12,605 shares in open-market transactions. Following these trades, she directly held 49,825 Caterpillar common shares.

How many Caterpillar (CAT) shares did Denise C. Johnson sell in the latest Form 4?

Denise C. Johnson sold 12,605 shares of Caterpillar common stock in open-market transactions. These sales followed an option exercise and occurred across multiple trades at weighted-average prices around the low $900s per share, as detailed in the Form 4 filing footnotes.

What option exercise did Caterpillar executive Denise C. Johnson report?

She exercised employee stock options for 16,078 shares of Caterpillar common stock at an exercise price of $196.70 per share. These options were granted under the Caterpillar Inc. 2014 Long-Term Incentive Plan and vest in three equal annual installments from the March 7, 2022 grant date.

How many Caterpillar (CAT) shares does Denise C. Johnson hold after the reported trades?

After completing the option exercise, tax withholding, and related sales, Denise C. Johnson directly owned 49,825 shares of Caterpillar common stock. This figure reflects her reported direct holdings following all transactions disclosed in the Form 4 for the stated transaction date.

What was the purpose of the Caterpillar (CAT) tax-withholding disposition in Denise C. Johnson’s Form 4?

The Form 4 shows a disposition of 3,473 Caterpillar shares coded as “F,” indicating shares were delivered to satisfy tax obligations related to the option exercise. This type of transaction covers tax liability and is not an open-market sale to third-party investors.