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CAT Form 4: Umpleby sells 17,166 shares; 448,173 held direct

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Caterpillar (CAT) Executive Chairman D. James Umpleby III reported an open-market sale of 17,166 shares of common stock on 10/10/2025. The weighted average sale price was $505.29, with individual trades executed between $501.40 and $506.98, as noted in the filing’s explanation.

Following the transaction, Umpleby directly holds 448,173 shares. He also reports indirect holdings of 59,000 shares held by an Irrevocable Trust for Descendants, 36,040 shares held by a Children’s Irrevocable Trust, and 1,029 shares held by a 401(k) plan based on a statement dated as of September 30, 2025.

Positive

  • None.

Negative

  • None.
Insider Umpleby III Donald J
Role Executive Chairman
Sold 17,166 shs ($8.67M)
Type Security Shares Price Value
Sale Common Stock 17,166 $505.29 $8.67M
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 448,173 shares (Direct); Common Stock — 59,000 shares (Indirect, Held by Irrevocable Trust for Descendants)
Footnotes (1)
  1. This transaction was entered as multiple trades, at prices ranging from $501.40 to $506.98. 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. The information in this report is based on a 401(k) plan statement dated as of September 30, 2025.
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).
1. Name and Address of Reporting Person*
Umpleby III Donald 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)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
10/10/2025
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 10/10/2025 S 17,166 D $505.29(1) 448,173 D
Common Stock 59,000 I Held by Irrevocable Trust for Descendants
Common Stock 36,040 I Held by Children's Irrevocable Trust
Common Stock 1,029 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. This transaction was entered as multiple trades, at prices ranging from $501.40 to $506.98. 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.
2. The information in this report is based on a 401(k) plan statement dated as of September 30, 2025.
/s/ Nicole Puza, POA for D. James Umpleby III 10/14/2025
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did CAT disclose on Form 4?

Executive Chairman D. James Umpleby III sold 17,166 CAT common shares on 10/10/2025.

What was the sale price for the CAT shares?

The weighted average sale price was $505.29, with trades from $501.40 to $506.98.

How many CAT shares does Umpleby own directly after the sale?

He reports 448,173 shares held directly after the transaction.

What indirect CAT holdings were reported?

Indirect holdings include 59,000 shares (Irrevocable Trust for Descendants), 36,040 shares (Children’s Irrevocable Trust), and 1,029 shares (401(k) plan).

What is the date reference for the 401(k) plan information?

The 401(k) plan balance is based on a statement dated as of September 30, 2025.

Who signed the Form 4 and when?

It was signed by /s/ Nicole Puza, POA for D. James Umpleby III, on 10/14/2025.