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[Form 4] Cummins Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Mark Andrew Smith, Vice President and Chief Financial Officer of Cummins Inc. (CMI), reported multiple transactions on 08/12/2025 and 08/13/2025. The filing shows purchases of 6,000 and 6,500 shares at $163.43 each and sales of 6,000 and 6,500 shares at $395 and $405 respectively. Following the reported trades, total beneficial ownership figures are listed as 37,582, 31,582, 38,082, and 31,582 across the entries. The filing also reports stock option activity: exercises or acquisitions tied to options with a $163.43 exercise price and an existing option position with a $142.12 exercise price covering 21,310 underlying shares. The form is marked as executed under a Rule 10b5-1 plan.

Positive
  • Transactions executed under a Rule 10b5-1 plan, indicating preplanned trades and reduced concern about opportunistic insider timing
  • Complete disclosure of option holdings including exercise prices and expiration dates
Negative
  • None.

Insights

TL;DR: Insider executed planned buy/sell activity under a 10b5-1 plan, net beneficial ownership unchanged materially.

The transactions show symmetric purchases and sales executed over two days, with purchases at $163.43 and sales at much higher prices ($395 and $405). The Form 4 is checked to indicate trades pursuant to a Rule 10b5-1 plan, which typically signals preplanned transactions rather than opportunistic timing. Option-related entries indicate additional vested/exercisable option positions at exercise prices of $163.43 and $142.12 with listed expiration dates through 2030. For investors, this filing reflects routine insider liquidity and option exercise activity rather than a material corporate development.

TL;DR: Transactions appear compliant and covered by a 10b5-1 plan, suggesting adherence to insider trading policies.

The reporting person is identified as the CFO and the filing explicitly checks the box for transactions made pursuant to a written 10b5-1 plan. That designation reduces regulatory concern about selective disclosure-based trading. The Form 4 also discloses option positions with exercise and expiration dates, consistent with required reporting of derivative holdings. There is no additional governance action or change in role disclosed in the filing.

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)
08/12/2025
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 08/12/2025 M 6,000 A $163.43 37,582 D
Common 08/12/2025 S 6,000 D $395 31,582 D
Common 08/13/2025 M 6,500 A $163.43 38,082 D
Common 08/13/2025 S 6,500 D $405 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 08/12/2025 M 6,000 04/04/2022 04/04/2029 Common 6,000 $0.0000 15,580 D
Stock Option (Right-to-Buy) $163.43 08/13/2025 M 6,500 04/04/2022 04/04/2029 Common 6,500 $0.0000 9,080 D
Stock Option (Right-to-Buy) $142.12 04/06/2023 04/06/2030 Common 21,310 21,310 D
Explanation of Responses:
/s/ Nicole Y. Lamb-Hale, Attorney-in-Fact 08/14/2025
** 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.

FAQ

What trades did Cummins CFO Mark Andrew Smith report on Form 4 (CMI)?

The Form 4 reports purchases of 6,000 shares on 08/12/2025 at $163.43 and 6,500 shares on 08/13/2025 at $163.43, and sales of 6,000 shares on 08/12/2025 at $395 and 6,500 shares on 08/13/2025 at $405.

Was the Form 4 filing for Mark Andrew Smith indicated as part of a 10b5-1 plan?

Yes. The filing checks the box indicating the transactions were made pursuant to a Rule 10b5-1(c) written plan.

How many Cummins shares does the filing show as beneficially owned after the reported transactions?

The report lists beneficial ownership amounts of 37,582, 31,582, 38,082, and 31,582 following the respective reported transactions.

Does the Form 4 disclose any stock options for the reporting person?

Yes. It discloses stock option entries with an exercise price of $163.43 (underlying 6,000 and 6,500 shares from 04/04/2022 expiring 04/04/2029) and an existing option with a $142.12 exercise price underlying 21,310 shares (04/06/2023 expiring 04/06/2030).

Who signed the Form 4 on behalf of the reporting person?

The signature block shows /s/ Nicole Y. Lamb-Hale, Attorney-in-Fact dated 08/14/2025.
Cummins Inc

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60.36B
137.29M
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1.08%
Specialty Industrial Machinery
Engines & Turbines
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United States
COLUMBUS