Caterpillar (NYSE: CAT) Group President exercises 15,000 options and sells stock

Rhea-AI Filing Summary

Caterpillar Group President Bob De Lange reported several equity transactions in Caterpillar Inc. common stock. On February 11, 2026, he exercised 15,000 employee stock options at an exercise price of $127.60 per share, converting them into an equal number of common shares. To cover taxes related to the transaction, 2,493 shares of common stock were disposed of at a price reported as $767.64 per share. He also completed an open-market sale of 12,507 shares at a weighted average price of $767.08 per share, with individual trades ranging from $766.95 to $767.66. Following these transactions, De Lange directly held 84,997 shares of Caterpillar common stock and 56,210 employee stock options.

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^*

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)
02/11/2026

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	02/11/2026		M		15,000	A	$127.6	99,997	D
Common Stock	02/11/2026		F		2,493	D	$767.64	97,504	D
Common Stock	02/11/2026		S		12,507	D	$767.08(1)	84,997	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	$127.6	02/11/2026		M			15,000	(2)	03/02/2030	Common Stock	15,000	$127.6	56,210	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $766.95 to $767.66. 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 2, 2020 and vest equally in 1/3 increments in the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Bob De Lange	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did CAT Group President Bob De Lange report?

Bob De Lange reported exercising 15,000 employee stock options and converting them into Caterpillar common stock. He then disposed of 2,493 shares for tax withholding and sold 12,507 shares in an open-market transaction, all dated February 11, 2026.

How many Caterpillar (CAT) stock options did Bob De Lange exercise?

Bob De Lange exercised 15,000 employee stock options at an exercise price of $127.60 per share. These options, granted under the Caterpillar Inc. 2014 Long-Term Incentive Plan, were converted into 15,000 shares of Caterpillar common stock on February 11, 2026.

At what prices did Bob De Lange’s Caterpillar (CAT) stock trades occur?

The options were exercised at $127.60 per share. Shares used for tax withholding were disposed of at $767.64 per share, while 12,507 shares were sold in the market at a weighted average price of $767.08, with individual trades between $766.95 and $767.66.

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

After the reported transactions, Bob De Lange directly owned 84,997 shares of Caterpillar common stock. He also held 56,210 employee stock options, reflecting his remaining equity-based incentive position with the company following the February 11, 2026 activity.

What was the purpose of the F-coded Caterpillar (CAT) transaction?

The F-coded transaction represents a tax-withholding disposition. Bob De Lange used 2,493 shares of Caterpillar common stock, valued at $767.64 per share, to satisfy exercise price or tax liabilities associated with his stock option exercise on February 11, 2026.

What is the nature of Bob De Lange’s role at Caterpillar (CAT)?

Bob De Lange is reported as an officer of Caterpillar Inc. with the title of Group President. His Form 4 filing reflects equity transactions undertaken in connection with his compensation, including employee stock options granted under Caterpillar’s 2014 Long-Term Incentive Plan.