Caterpillar exec adds 11 phantom stock units

CATERPILLAR INC (CAT) reported that Group President Jason Kaiser acquired 11 Phantom Stock Units tied to Caterpillar common stock under a non-qualified deferred compensation plan.

Rhea-AI Filing Summary

CATERPILLAR INC (CAT) reported that Group President Jason Kaiser acquired 11 Phantom Stock Units tied to Caterpillar common stock under a non-qualified deferred compensation plan. Of these, 6 units were credited at $821.93 per unit and 5 units were contributed with no consideration. These phantom units are economically equivalent to common shares but will be settled 100% in cash upon retirement or separation from service. Following this grant, Kaiser holds 5,476 Phantom Stock Units, which include adjustments for dividends within a unitized company stock fund of stock and cash.

Insider Trade Summary

Grant/Award: 11 shares

Grant/Award 1 txn

Insider Kaiser Jason

Role Group President

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units F1, F2, F3, F4	11	$821.93	$9K

Holdings After Transaction: Phantom Stock Units — 5,476 contracts (Direct)

Footnotes (4)

1. F1. Each phantom stock unit under the company's non-qualified deferred compensation plan as reported is generally the economic equivalent of one share of Caterpillar Inc. common stock.
2. F2. This total includes 6 shares that were credited to the reporting person's account under the Supplemental Deferred Compensation Plan ("the Plan") at a price per share of $821.93 and 5 shares that were contributed to the reporting person's account pursuant to the terms of the Plan for no consideration.
3. F3. The phantom stock units are to be settled for 100% in cash upon the reporting person's retirement or separation from service.
4. F4. Includes adjustments for dividends accrued. Moreover, phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash, and therefore the number of phantom stock units the reporting person is deemed to own may change between any given dates due to differences in the percentages of cash and stock in the unitized fund on those dates.

Key Figures

Phantom Stock Units acquired: 11 units Price per unit for credited shares: $821.93 per unit Units credited at price: 6 units +2 more

5 metrics

Phantom Stock Units acquired 11 units Grant/award acquisition on 2026-08-26

Price per unit for credited shares $821.93 per unit 6 units credited under the Supplemental Deferred Compensation Plan

Units credited at price 6 units Credited to account at $821.93 per unit

Units contributed for no consideration 5 units Contributed under the Plan with no consideration

Total Phantom Stock Units after transaction 5,476 units Holdings following the 11-unit acquisition

Key Terms

Phantom Stock Units, non-qualified deferred compensation plan, Supplemental Deferred Compensation Plan, unitized company stock fund

4 terms

Phantom Stock Units financial

"Each phantom stock unit under the company's non-qualified deferred compensation plan"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

non-qualified deferred compensation plan financial

"under the company's non-qualified deferred compensation plan as reported"

An arrangement where an employer agrees to pay part of an employee’s salary or bonus at a later date, often to attract or keep key staff. Think of it as a company IOU or a delayed paycheck held on the company’s books rather than in a protected retirement account; investors care because these promises create future cash obligations that are typically unsecured and depend on the company’s financial health, affecting risk, liabilities, and cash-flow planning.

Supplemental Deferred Compensation Plan financial

"credited to the reporting person's account under the Supplemental Deferred Compensation Plan"

unitized company stock fund financial

"phantom stock units represent interests in an unfunded unitized company stock fund"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CAT executive Jason Kaiser report in this Form 4?

He reported an acquisition of 11 Phantom Stock Units linked to Caterpillar common stock under a non-qualified deferred compensation plan, bringing his total holdings in these units to 5,476 as of the reported transaction date.

What is the value basis of the new Phantom Stock Units reported for CAT?

Of the 11 Phantom Stock Units, 6 units were credited to Jason Kaiser at a price of $821.93 per unit, and 5 units were contributed to his account for no consideration under the Supplemental Deferred Compensation Plan.

How are Caterpillar (CAT) Phantom Stock Units economically structured?

Each Phantom Stock Unit is stated to be generally the economic equivalent of one share of Caterpillar Inc. common stock, representing interests in an unfunded unitized company stock fund comprised of stock and cash.

When will Jason Kaiser’s CAT Phantom Stock Units be settled?

The Phantom Stock Units are to be settled 100% in cash upon Jason Kaiser’s retirement or separation from service, rather than being settled in actual shares of Caterpillar stock.

Why can the number of CAT Phantom Stock Units change over time?

The filing states that the Phantom Stock Units include adjustments for dividends and represent interests in a unitized company stock fund of stock and cash, so the deemed number of units may change as the fund’s cash/stock mix changes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/27/2026 - 03:47 PM EDT Accepted by SEC EDGAR 08/27/2026 - 03:46 PM EDT Learn about SEC filing dates

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^*

Kaiser Jason

(Last) (First) (Middle)

5205 N. O'CONNOR BOULEVARD, SUITE 100

(Street)

IRVING TEXAS 75039

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

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
Phantom Stock Units	(1)	08/26/2026		A		11(2)		(3)	(3)	Common Stock	11	$821.93	5,476(4)	D

Explanation of Responses:

1. Each phantom stock unit under the company's non-qualified deferred compensation plan as reported is generally the economic equivalent of one share of Caterpillar Inc. common stock.

2. This total includes 6 shares that were credited to the reporting person's account under the Supplemental Deferred Compensation Plan ("the Plan") at a price per share of $821.93 and 5 shares that were contributed to the reporting person's account pursuant to the terms of the Plan for no consideration.

3. The phantom stock units are to be settled for 100% in cash upon the reporting person's retirement or separation from service.

4. Includes adjustments for dividends accrued. Moreover, phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash, and therefore the number of phantom stock units the reporting person is deemed to own may change between any given dates due to differences in the percentages of cash and stock in the unitized fund on those dates.

	/s/ Nicole Puza, POA for Jason E. Kaiser	08/27/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)