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CMI Form 4: CEO sales near $474; direct holdings 21,346

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

Rhea-AI Filing Summary

Cummins Inc. (CMI) Chair and CEO reported insider transactions. On 11/11/2025, she exercised stock options for 4,570 shares at $109.09 and sold 1,690 shares at a weighted average price of $474.4242 and 2,880 shares at a weighted average price of $473.5694.

On 11/13/2025, a G-code transfer of 4,165 shares was reported at $0.00. Following these transactions, direct holdings were 21,346 shares. Indirect holdings included 1,491.5933 by a 401(k) plan, 7,967 via a GRAT, and 20,775 via GRAT 2025. The sales prices were reported as weighted averages.

Positive

  • None.

Negative

  • None.
Insider RUMSEY JENNIFER
Role Chair and CEO
Sold 4,570 shs ($2.17M)
Type Security Shares Price Value
Gift Common 4,165 $0.00 --
Exercise Stock Option (Right-to-Buy) 4,570 $0.00 --
Exercise Common 4,570 $109.09 $499K
Sale Common 1,690 $474.4242 $802K
Sale Common 2,880 $473.5694 $1.36M
holding Stock Option (Right-to-Buy) -- -- --
holding Stock Option (Right-to-Buy) -- -- --
holding Stock Option (Right-to-Buy) -- -- --
holding Stock Option (Right-to-Buy) -- -- --
holding Stock Option (Right-to-Buy) -- -- --
holding Common -- -- --
holding Common -- -- --
holding Common -- -- --
Holdings After Transaction: Common — 21,346 shares (Direct); Stock Option (Right-to-Buy) — 0 shares (Direct); Common — 1,491.593 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $474.19 - $474.59. 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. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $473.0967 - $473.93. 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. On November 12, 2025, the reporting person transferred 3,406 shares from the GRAT to her directly owned shares, and then transferred 20,775 from her directly owned shares to GRAT 2025. None of these transfers changed the reporting person's pecuniary interest in the shares. The number of shares is based on the dollar value of the reporting person's interest in the Cummins Stock Fund under the Company's 401(k) plan as most recently provided by the plan. The actual number of shares underlying the interest is not known since the Cummins Stock Fund is a unitized account consisting of approximately 98% common stock and 2% cash or cash equivalents.
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*
RUMSEY JENNIFER
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chair and CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025
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 11/11/2025 M 4,570 A $109.09 47,450 D
Common 11/11/2025 S 1,690 D $474.4242(1) 45,760 D
Common 11/11/2025 S 2,880 D $473.5694(2) 42,880 D
Common 11/13/2025 G 4,165 D $0.0000 21,346(3) D
Common 1,491.5933(4) I By 401(k) Plan
Common 7,967 I GRAT
Common 20,775 I GRAT 2025
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) $109.09 11/11/2025 M 4,570 04/04/2019 04/04/2026 Common 4,570 $0.0000 0.0000 D
Stock Option (Right-to-Buy) $142.12 04/06/2023 04/06/2030 Common 13,320 13,320 D
Stock Option (Right-to-Buy) $149.72 04/03/2020 04/03/2027 Common 8,760 8,760 D
Stock Option (Right-to-Buy) $160.1 04/03/2021 04/03/2028 Common 6,950 6,950 D
Stock Option (Right-to-Buy) $163.43 04/04/2022 04/04/2029 Common 12,330 12,330 D
Stock Option (Right-to-Buy) $166.18 10/16/2022 10/16/2029 Common 1,235 1,235 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 $474.19 - $474.59. 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.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $473.0967 - $473.93. 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.
3. On November 12, 2025, the reporting person transferred 3,406 shares from the GRAT to her directly owned shares, and then transferred 20,775 from her directly owned shares to GRAT 2025. None of these transfers changed the reporting person's pecuniary interest in the shares.
4. The number of shares is based on the dollar value of the reporting person's interest in the Cummins Stock Fund under the Company's 401(k) plan as most recently provided by the plan. The actual number of shares underlying the interest is not known since the Cummins Stock Fund is a unitized account consisting of approximately 98% common stock and 2% cash or cash equivalents.
/s/ Nicole Y. Lamb-Hale, Attorney-in-Fact 11/13/2025
** 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 transactions did CMI's CEO report?

On 11/11/2025, she exercised 4,570 options at $109.09 and sold 1,690 shares at $474.4242 and 2,880 shares at $473.5694.

Were the reported sale prices weighted averages?

Yes. The $474.4242 and $473.5694 sale prices are weighted averages across multiple transactions.

What transfers were disclosed after the sales?

A G-code transfer of 4,165 shares at $0.00 was reported on 11/13/2025.

How many shares does the CEO hold directly after these transactions?

Directly held shares totaled 21,346 after the reported transactions.

What are the CEO’s indirect holdings noted in the filing?

Indirect holdings were 1,491.5933 by a 401(k) plan, 7,967 via a GRAT, and 20,775 via GRAT 2025.

Did the GRAT transfers change pecuniary interest?

No. The filing states the transfers did not change the reporting person's pecuniary interest.

What stock options remain outstanding for the CEO?

Listed options included 13,320 at $142.12 (expiring 04/06/2030), 8,760 at $149.72 (04/03/2027), 6,950 at $160.1 (04/03/2028), 12,330 at $163.43 (04/04/2029), and 1,235 at $166.18 (10/16/2029).