Caterpillar (NYSE: CAT) executive gets stock awards and tax share withholding

Rhea-AI Filing Summary

Caterpillar Inc. Group President Bob De Lange reported routine equity compensation activity. He received a grant of 4,601 employee stock options at an exercise price of $0.0000 per share, which vest in equal one-third installments on the first, second and third anniversaries of the grant date under the 2023 Long Term Incentive Plan.

He also acquired 1,650 shares of common stock as a grant or award, at a stated price of $0.0000 per share, with the position including an adjustment for dividends accrued. To cover tax obligations from the vesting of restricted stock units granted on March 3, 2025, 382 common shares were withheld and disposed of at $719.13 per share. After these transactions, he directly holds 86,422 shares of Caterpillar common stock and 4,601 stock options.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider De Lange Bob

Role Group President

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	382	$719.13	$275K
Grant/Award	Employee Stock options	4,601	$0.00	--
Grant/Award	Common Stock	1,650	$0.00	--

Holdings After Transaction: Common Stock — 86,422 shares (Direct); Employee Stock options — 4,601 shares (Direct)

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 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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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)
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		1,650	A	$0	86,804(1)	D
Common Stock	03/03/2026		F		382(2)	D	$719.13	86,422	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	$752.18	03/02/2026		A		4,601		(3)	03/02/2036	Common Stock	4,601	$0	4,601	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 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 Bob De Lange	03/04/2026
	** 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 did Caterpillar (CAT) executive Bob De Lange report in this Form 4?

Bob De Lange reported routine equity compensation activity, including new stock option and share grants and a tax-related share withholding. These transactions reflect standard long-term incentive awards rather than open-market buying or selling of Caterpillar common stock.

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

He received 4,601 employee stock options with an exercise price of $0.0000 per share. The options were granted under Caterpillar’s 2023 Long Term Incentive Plan and are scheduled to vest in three equal annual installments from the grant date.

How many Caterpillar (CAT) common shares did Bob De Lange acquire in this filing?

He acquired 1,650 shares of Caterpillar common stock as a grant or award at a stated price of $0.0000 per share. The reported holdings include an adjustment for dividends accrued in connection with these awarded shares.

Why were 382 Caterpillar (CAT) shares disposed of in Bob De Lange’s Form 4?

The 382 shares of common stock were withheld and disposed of to satisfy tax obligations from the vesting of restricted stock units granted on March 3, 2025. These are tax-withholding dispositions, not open-market sales initiated for investment reasons.

What is Bob De Lange’s Caterpillar (CAT) share ownership after these transactions?

Following the reported transactions, Bob De Lange directly holds 86,422 shares of Caterpillar common stock and 4,601 employee stock options. This reflects his updated ownership position after both the equity awards and the tax-related share withholding.

How do the Caterpillar (CAT) stock options granted to Bob De Lange vest?

The 4,601 stock options vest in three equal one-third increments on the first, second, and third anniversaries of the grant date. They were issued under the Caterpillar Inc. 2023 Long Term Incentive Plan as part of his long-term compensation.