Caterpillar (NYSE: CAT) executive withholds shares to cover RSU taxes

Rhea-AI Filing Summary

Caterpillar Inc. Group President Jason Kaiser reported a tax-related share disposition tied to restricted stock units. On March 4, 2026, 368 shares of Caterpillar common stock were withheld at $738.42 per share to cover tax obligations from RSUs that vested on March 4, 2024.

After this withholding, Kaiser directly owned 9,594 Caterpillar shares. He also had an indirect holding of 368 shares through a 401(k) plan, based on a statement as of February 28, 2026.

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).

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^*

Kaiser Jason

(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)
03/04/2026

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	03/04/2026		F		368(1)	D	$738.42	9,594	D
Common Stock								368	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

Explanation of Responses:

1. Represents shares withheld from the reporting person to satisfy tax obligation arising from the vesting of restricted stock units granted on March 4, 2024.

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

	/s/ Nicole Puza, POA for Jason Kaiser	03/06/2026
	** 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).
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FAQ

What insider transaction did Caterpillar (CAT) report for Jason Kaiser?

Caterpillar reported that Group President Jason Kaiser had 368 common shares withheld on March 4, 2026 to cover taxes from vested restricted stock units. This was recorded as a tax-withholding disposition, not an open-market purchase or sale.

How many Caterpillar (CAT) shares were withheld for Jason Kaiser’s taxes and at what price?

A total of 368 Caterpillar common shares were withheld from Jason Kaiser at a price of $738.42 per share. The withholding satisfied tax obligations arising from the vesting of restricted stock units granted on March 4, 2024.

How many Caterpillar (CAT) shares does Jason Kaiser hold after this Form 4 transaction?

After the tax-withholding disposition, Jason Kaiser directly held 9,594 Caterpillar common shares. He also had an additional 368 shares held indirectly through a 401(k) plan, according to a plan statement dated February 28, 2026.

What does the Form 4 say about Jason Kaiser’s Caterpillar (CAT) 401(k) holdings?

The filing states that 368 Caterpillar shares are held indirectly for Jason Kaiser in a 401(k) plan. This information is based on a 401(k) plan statement dated February 28, 2026, and is reported as indirect ownership on the Form 4.

Was Jason Kaiser’s Caterpillar (CAT) Form 4 transaction a market sale?

No, the Form 4 describes the transaction as a tax-withholding disposition coded “F,” meaning shares were withheld to pay taxes on vested restricted stock units. It was not reported as an open-market sale or purchase of Caterpillar stock.