CAT insider reports option exercise at $196.70, sale at $570.18

Rhea-AI Filing Summary

Caterpillar (CAT) Group President Anthony D. Fassino reported insider transactions on 11/10/2025. He exercised 12,500 stock options at an exercise price of $196.70 per share, acquired the underlying common stock, and then executed related transactions.

The filing shows a tax withholding transaction of 4,316 shares at $569.56 and an open-market sale of 8,184 shares at an average price of $570.18. Following these transactions, he directly held 41,512 Caterpillar shares, plus 1,499 shares held indirectly in a 401(k) plan based on a statement dated October 31, 2025. Derivative holdings listed include 23,288 stock options remaining after the exercise.

The options exercised were granted on March 7, 2022 under the 2014 Long-Term Incentive Plan, vesting in equal one-third increments on each of the first three anniversaries, and have an expiration date of 03/07/2032.

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
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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^*

Fassino Anthony D.

(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)
11/10/2025

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	11/10/2025		M		12,500	A	$196.7	54,012(1)	D
Common Stock	11/10/2025		F		4,316	D	$569.56	49,696	D
Common Stock	11/10/2025		S		8,184	D	$570.18	41,512	D
Common Stock								1,499	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	11/10/2025		M			12,500	(3)	03/07/2032	Common Stock	12,500	$196.7	23,288	D

Explanation of Responses:

1. Includes adjustments for dividends accrued.

2. The information in this report is based on a 401(k) plan statement dated as of October 31, 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 increments on the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Anthony D. Fassino	11/12/2025
	** 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 CAT’s Group President report?

On 11/10/2025, Anthony D. Fassino exercised 12,500 options at $196.70, had 4,316 shares withheld for taxes at $569.56, and sold 8,184 shares at $570.18.

How many Caterpillar shares does the reporting person hold after the transactions?

He directly held 41,512 shares and indirectly held 1,499 shares in a 401(k) plan based on a statement dated October 31, 2025.

What were the prices involved in the CAT Form 4 transactions?

Option exercise price was $196.70; tax withholding occurred at $569.56; sale price averaged $570.18.

What stock options remain after the reported activity?

The filing lists 23,288 stock options beneficially owned following the transactions.

When were the exercised options granted and when do they expire?

Granted on March 7, 2022 under the 2014 LTIP, vesting in three equal annual tranches; expiration is 03/07/2032.

What is the reporting person’s role at Caterpillar (CAT)?

He is an Officer, serving as Group President.