Caterpillar (CAT) CEO Joseph E. Creed receives stock awards and tax withholding entry

Rhea-AI Filing Summary

Caterpillar Inc. CEO Joseph E. Creed reported equity compensation and related tax withholding transactions. On March 2, 2026, he received a grant of 13,803 employee stock options and 4,950 shares of common stock at no cost, as awards under the 2023 Long Term Incentive Plan.

Footnotes state the options vest in equal one-third installments on the first, second and third anniversaries of the grant date. On March 3, 2026, 676 common shares valued at $719.13 per share were withheld to cover tax obligations from restricted stock units vesting. The filing also updates indirect holdings in a 401(k) plan based on a statement dated February 28, 2026.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Creed Joseph E

Role CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	676	$719.13	$486K
Grant/Award	Employee Stock options	13,803	$0.00	--
Grant/Award	Common Stock	4,950	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 38,279 shares (Direct); Employee Stock options — 13,803 shares (Direct); Common Stock — 11,765 shares (Indirect, Held by 401(k) Plan)

Footnotes (1)

1. Includes adjustment for dividends accrued. Represents shares withheld from the reporting person to satisfy tax obligation arising from the vesting of restricted stock units granted March 3, 2025. The information in this report is based on a 401 (k) plan statement dated as of February 28, 2026. The stock options were granted pursuant to the Caterpillar Inc. 2023 Long Term Incentive Plan and vest equally in 1/3 increments on the first, second and third anniversaries of the grant date.

Form 4 Insider Transactions: What Each Field Means →

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^*

Creed Joseph E

(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)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		A		4,950	A	$0	38,955(1)	D
Common Stock	03/03/2026		F		676(2)	D	$719.13	38,279	D
Common Stock								11,765	I	Held by 401(k) Plan(3)

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	$752.18	03/02/2026		A		13,803		(4)	03/02/2036	Common Stock	13,803	$0	13,803	D

Explanation of Responses:

1. Includes adjustment for dividends accrued.

2. Represents shares withheld from the reporting person to satisfy tax obligation arising from the vesting of restricted stock units granted March 3, 2025.

3. The information in this report is based on a 401 (k) plan statement dated as of February 28, 2026.

4. The stock options were granted pursuant to the Caterpillar Inc. 2023 Long Term Incentive Plan and vest equally in 1/3 increments on the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Joseph Creed	03/04/2026
	** 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 transactions did Caterpillar (CAT) report for CEO Joseph E. Creed?

Caterpillar reported that CEO Joseph E. Creed received equity awards and had shares withheld for taxes. He was granted 13,803 employee stock options and 4,950 shares of common stock, while 676 shares were withheld to satisfy tax obligations from restricted stock units vesting.

How many Caterpillar (CAT) stock options were granted to CEO Joseph E. Creed?

Joseph E. Creed was granted 13,803 employee stock options. The options were issued under Caterpillar’s 2023 Long Term Incentive Plan and vest in three equal annual installments on the first, second, and third anniversaries of the March 2, 2026 grant date.

What common stock awards did Caterpillar (CAT) grant to its CEO in this Form 4?

The Form 4 shows a grant of 4,950 shares of Caterpillar common stock to CEO Joseph E. Creed at a price of $0.00 per share. These shares represent an equity award rather than an open-market purchase, complementing the concurrent employee stock option grant.

Why were 676 Caterpillar (CAT) shares disposed of in Joseph E. Creed’s Form 4?

The 676 shares were withheld to satisfy tax obligations from vesting restricted stock units granted March 3, 2025. The filing labels this as a tax-withholding disposition at $719.13 per share, rather than an open-market sale initiated for investment purposes.

How do the new Caterpillar (CAT) option grants to the CEO vest over time?

The stock options granted to Joseph E. Creed vest in three equal tranches. According to the footnote, they vest in one-third increments on the first, second, and third anniversaries of the March 2, 2026 grant date under the 2023 Long Term Incentive Plan.

What Caterpillar (CAT) shares are held indirectly for Joseph E. Creed in a 401(k)?

The filing notes indirect ownership of Caterpillar common stock held by a 401(k) plan for Joseph E. Creed. The information is based on a 401(k) plan statement dated February 28, 2026, and reflects plan holdings rather than direct trading activity in the open market.