[Form 4] CATERPILLAR INC Insider Trading Activity

Rhea-AI Filing Summary

Caterpillar Inc. Group President Anthony D. Fassino reported several transactions in company stock on February 2, 2026. He exercised 15,000 employee stock options at an exercise price of $196.70 per share, receiving an equal number of common shares.

On the same date, 4,329 shares of common stock were disposed of at $681.45 per share in a transaction coded "F", typically used for shares withheld to cover taxes. He also sold 10,671 shares at a weighted average price of $680.45 per share in a transaction coded "S".

After these transactions, Fassino directly held 41,151 shares of Caterpillar common stock and had 8,228 stock options remaining. In addition, 1,499 shares were held indirectly through a 401(k) plan, based on a statement dated as of December 31, 2025.

Insider Trade Summary

Net Seller: 10,671 shares ($7,261,082)

Net Sell 5 txns

Insider Fassino Anthony D.

Role Group President

Sold 10,671 shs ($7.26M)

Type	Security	Shares	Price	Value
Exercise	Employee Stock options	15,000	$196.70	$2.95M
Exercise	Common Stock	15,000	$196.70	$2.95M
Tax Withholding	Common Stock	4,329	$681.45	$2.95M
Sale	Common Stock	10,671	$680.45	$7.26M
holding	Common Stock	--	--	--

Holdings After Transaction: Employee Stock options — 8,228 shares (Direct); Common Stock — 56,151 shares (Direct); Common Stock — 1,499 shares (Indirect, Held by 401(k) Plan)

Footnotes (1)

1. The transaction was executed in multiple trades at prices ranging from $680.16 to $681.09. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to 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. The information in this report is based on a 401(k) plan statement dated as of December 31, 2025. 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 in 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^*

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)
02/02/2026

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	02/02/2026		M		15,000	A	$196.7	56,151	D
Common Stock	02/02/2026		F		4,329	D	$681.45	51,822	D
Common Stock	02/02/2026		S		10,671	D	$680.45(1)	41,151	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	02/02/2026		M			15,000	(3)	03/07/2032	Common Stock	15,000	$196.7	8,228	D

Explanation of Responses:

1. The transaction was executed in multiple trades at prices ranging from $680.16 to $681.09. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to 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. The information in this report is based on a 401(k) plan statement dated as of December 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 in the first, second and third anniversaries of the grant date.

	/s/ Nicole Puza, POA for Anthony Fassino	02/03/2026
	** 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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** 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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