[Form 4] Caterpillar Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jason Kaiser, Group President of Caterpillar Inc., filed a Form 4 disclosing transactions dated 08/11/2025. The filing shows an acquisition of 4,091 common shares tied to employee stock options with an exercise price of $196.70, and disposals of 1,930 and 2,161 common shares at $416.80 and $417.70, respectively. Table II records 4,091 employee stock options acquired on 08/11/2025 related to a grant under the Caterpillar 2014 Long Term Incentive Plan dated 03/07/2022, with vesting in three equal annual increments. The report also notes 368 shares held indirectly in a 401(k) plan and is signed by Nicole Puza, POA, on 08/13/2025.

Positive

• Acquisition of 4,091 shares via exercise at $196.70 disclosed explicitly in Table II
• Grant and vesting details are provided (grant date 03/07/2022, 1/3 annual vesting under the 2014 Long Term Incentive Plan)

Negative

• Dispositions of 1,930 and 2,161 shares at $416.80 and $417.70 were reported, reducing direct shareholdings reported on the form
• Form shows multiple contemporaneous transactions, which makes net change in direct holdings dependent on interpreting the lines of the filing

Insights

Securities/Equity Analyst

TL;DR: Officer reported option exercise of 4,091 shares and contemporaneous disposals totaling 4,091 shares on 08/11/2025.

The Form 4 discloses a contemporaneous exercise-related acquisition of 4,091 common shares at an exercise price of $196.70 and two disposals of 1,930 and 2,161 shares at $416.80 and $417.70. The options originate from a 03/07/2022 grant under the 2014 Long Term Incentive Plan with 1/3 annual vesting. These are direct disclosures of insider activity; the filing itself does not provide commentary on intent or broader financial effects.

Corporate Governance Expert

TL;DR: The filing documents routine insider option exercise and share dispositions, with vesting and plan details disclosed.

The report identifies Jason Kaiser as the reporting officer and Group President and provides required plan and vesting information for the options (grant date 03/07/2022, three equal vesting increments). It also discloses indirect holdings (368 shares in a 401(k) plan). The Form 4 is signed by a power of attorney, consistent with standard filing practice. The filing contains no statements about company operations or other governance actions.

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

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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^*

Kaiser Jason

(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)
08/11/2025

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	08/11/2025		M		4,091	A	$196.7	12,723(1)	D
Common Stock	08/11/2025		F		1,930	D	$416.8	10,793	D
Common Stock	08/11/2025		S		2,161	D	$417.7	8,632	D
Common Stock								368	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
Employee Stock Options	$196.7	08/11/2025		M			4,091	(3)	03/07/2032	Common Stock	4,091	$196.7	0	D

Explanation of Responses:

1. Includes dividends accrued.

2. The information in this report is based on a 401(k) plan statement dated August 11, 2025.

3. 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 incrememnts on the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Jason Kaiser	08/13/2025
	** 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.
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FAQ

What transactions did Jason Kaiser report on Form 4 (CAT)?

The filing reports an acquisition of 4,091 common shares associated with employee stock options and disposals of 1,930 and 2,161 common shares, all dated 08/11/2025.

What was the exercise price of the options exercised by Jason Kaiser?

The employee stock options shown in Table II have an exercise/conversion price of $196.70.

When were the options granted and what is the vesting schedule?

The options were granted under the Caterpillar 2014 Long Term Incentive Plan on 03/07/2022 and vest in three equal annual increments (1/3 on each anniversary).

Does the Form 4 report any indirect holdings for Jason Kaiser?

Yes, the report notes 368 shares held indirectly by a 401(k) plan, based on a 401(k) statement dated 08/11/2025.

Who signed the Form 4 and when was it signed?

The Form 4 is signed by Nicole Puza, POA for Jason Kaiser on 08/13/2025.