Caterpillar (NYSE: CAT) CFO discloses December 2025 insider stock sales and holdings

Rhea-AI Filing Summary

Caterpillar Inc.'s Chief Financial Officer reported multiple open-market sales of company common stock. On 12/01/2025, the officer sold several blocks of shares at weighted average prices ranging from $568.57 to $574.52, with underlying trade prices spanning from $567.93 to $575.13. Each line represents a separate sale, including transactions such as 1,378 shares at $568.57 and 2,360 shares at $569.35, all classified as dispositions. Following these sales, the officer beneficially owned 55,460 shares of Caterpillar common stock directly, reflecting adjustments for accrued dividends where noted.

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

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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).

X

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^*

BONFIELD ANDREW R J

(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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		S		1,378	D	$568.57(1)	64,082(2)	D
Common Stock	12/01/2025		S		2,360	D	$569.35(3)	61,722	D
Common Stock	12/01/2025		S		381	D	$570.27(4)	61,341	D
Common Stock	12/01/2025		S		920	D	$571.38(5)	60,421	D
Common Stock	12/01/2025		S		2,120	D	$572.57(6)	58,301	D
Common Stock	12/01/2025		S		1,921	D	$573.63(7)	56,380	D
Common Stock	12/01/2025		S		920	D	$574.52(8)	55,460	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

Explanation of Responses:

1. This transaction was entered as multiple trades, at prices ranging from $567.93 to $568.90. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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. Includes adjustment for dividends accrued.

3. This transaction was entered as multiple trades, at prices ranging from $568.95 to $569.94. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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 entered as multiple trades, at prices ranging from $569.99 to $570.68. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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 entered as multiple trades, at prices ranging from $571.02 to $572.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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 entered as multiple trades, at prices ranging from $572.09 to $573.06. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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 entered as multiple trades, at prices ranging from $573.12 to $574.12. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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 entered as multiple trades, at prices ranging from $574.15 to $575.13. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of 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.

	/s/ Nicole Puza, POA for Andrew R.J. Bonfield	12/02/2025
	** 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 transaction did Caterpillar (CAT) disclose in this Form 4?

The filing shows that Caterpillar Inc.'s Chief Financial Officer sold multiple blocks of common stock on 12/01/2025 in open-market transactions classified as dispositions.

How many Caterpillar (CAT) shares does the CFO own after these transactions?

After completing the reported sales, the officer beneficially owned 55,460 shares of Caterpillar common stock, held in direct ownership.

At what prices were Caterpillar (CAT) shares sold by the CFO?

The reported sales used weighted average prices between $568.57 and $574.52, with underlying individual trade prices in ranges from $567.93 up to $575.13, as detailed in the explanations.

What specific share blocks did the Caterpillar (CAT) CFO sell?

Examples of reported sales include 1,378 shares at $568.57, 2,360 shares at $569.35, 2,120 shares at $572.57, and 1,921 shares at $573.63, all marked as dispositions.

Does the Caterpillar (CAT) Form 4 mention dividend-related adjustments?

Yes. One line notes that the reported holdings figure includes adjustment for dividends accrued, clarifying how the post-transaction share balance was calculated.

Were the Caterpillar (CAT) CFO trades executed as multiple fills?

Yes. The explanations state that several transactions were entered as multiple trades within price ranges, and that the prices shown are weighted average sale prices for those trades.