[Form 4] CUMMINS INC Insider Trading Activity

Rhea-AI Filing Summary

Cummins Inc. (CMI) reported Section 16 insider transactions by Mark Andrew Smith, Vice President and Chief Financial Officer. Over three days (September 15-17, 2025) Mr. Smith exercised stock options at an exercise price of $163.43 for incremental option lots of 4,829, 2,671 and 1,580 shares. Matching sales were reported for those same share amounts at a weighted average sale price of $415.0558 on 9/15/2025 and additional sales on 9/16 and 9/17 at prices shown in the filing. After the reported transactions the filing shows beneficial ownership figures tied to each transaction line, and separate outstanding options including a $142.12 strike option covering 21,310 shares.

Positive

• Option exercises disclosed showing acquisitions at a $163.43 exercise price, reflecting conversion of vested awards into shares
• Filing indicates use of a 10b5-1 plan (box checked), which can provide pre-arranged execution transparency and compliance protection
• Detailed weighted-average sale price disclosure and attorney-in-fact signature suggest procedural compliance with disclosure rules

Negative

• Insider sold shares shortly after exercising options, with sales at a weighted average ~$415.06, which reduces the reporting person’s direct shareholdings reported
• Multiple transactions over consecutive days could complicate tracking of exact per-trade prices (filing reports a weighted average and commits to provide details on request)

Insights

Financial Analyst

TL;DR Insider exercised options and sold shares over three days; transactions appear routine and likely related to option exercises and subsequent market sales.

The filing documents option exercises at a $163.43 strike price and contemporaneous sales at prices around $415, resulting in net changes to reported beneficial ownership on 9/15-9/17/2025. The filing notes the sale price is a weighted average across multiple trades. These transactions change the reporting person’s immediate share count but do not, on their face, indicate a change in control or a material corporate event. The presence of an outstanding option package (strike $142.12 for 21,310 shares) is disclosed.

Corporate Governance Expert

TL;DR Transactions are disclosed under Section 16 and include option exercises and open-market sales; documentation appears compliant and signed by attorney-in-fact.

The Form 4 shows multiple exercises of previously granted options (exercise date matching grant exercisable period) followed by sales, and it includes the required explanation that sale prices represent a weighted average across multiple trades. The form is countersigned by an attorney-in-fact and checks the box indicating the transactions were made pursuant to a 10b5-1 plan, which, if accurate, provides an affirmative defense to insider trading claims. From a governance perspective, the filing meets standard disclosure elements and documents continuing indirect ownership and outstanding derivative positions.

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).

X

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^*

Smith Mark Andrew

(Last) (First) (Middle)

500 JACKSON STREET

(Street)

COLUMBUS IN 47201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CUMMINS INC [ CMI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP - Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		M		4,829	A	$163.43	36,411	D
Common	09/15/2025		S		4,829	D	$415.0558(1)	31,582	D
Common	09/16/2025		M		2,671	A	$163.43	34,253	D
Common	09/16/2025		S		2,671	D	$415	31,582	D
Common	09/17/2025		M		1,580	A	$163.43	33,162	D
Common	09/17/2025		S		1,580	D	$419	31,582	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
Stock Option (Right-to-Buy)	$163.43	09/15/2025		M			4,829	04/04/2022	04/04/2029	Common	4,829	$0.0000	4,251	D
Stock Option (Right-to-Buy)	$163.43	09/16/2025		M			2,671	04/04/2022	04/04/2029	Common	2,671	$0.0000	1,580	D
Stock Option (Right-to-Buy)	$163.43	09/17/2025		M			1,580	04/04/2022	04/04/2029	Common	1,580	$0.0000	0.0000	D
Stock Option (Right-to-Buy)	$142.12							04/06/2023	04/06/2030	Common	21,310		21,310	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $415.00 - $415.27 The reporting person undertakes to provide to Cummins Inc., any security holder of Cummins Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range indicated.

	/s/ Nicole Y. Lamb-Hale, Attorney-in-Fact	09/17/2025
	** 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.

FAQ

What transactions did CMI insider Mark Andrew Smith report on the Form 4?

The filing reports option exercises and matching sales on 9/15/2025, 9/16/2025, and 9/17/2025, showing acquisitions of 4,829, 2,671 and 1,580 shares and corresponding sales at prices around $415.

Were these transactions executed under a pre-arranged trading plan (10b5-1)?

Yes. The Form 4 has the box checked indicating the transaction was made pursuant to a 10b5-1 plan.

What exercise prices and outstanding option positions are disclosed?

Exercises were reported at a $163.43 strike for the dates above; the filing also shows an outstanding option with a $142.12 strike covering 21,310 shares (expiration 04/06/2030).

What is the reported sale price detail?

The filing states the reported sale price of $415.0558 is a weighted average across multiple transactions ranging from $415.00 to $415.27, and the reporting person offers to provide detailed per-trade quantities on request.

Who signed the Form 4 filing?

The Form 4 is signed by Nicole Y. Lamb-Hale, Attorney-in-Fact on behalf of the reporting person, dated 09/17/2025.