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Deere & Company is asking shareholders to vote on key governance and pay items at its 2026 virtual annual meeting. The meeting will be held online on February 25, 2026 at 10 a.m. CST, for holders of record as of December 30, 2025.
Shareholders are being asked to elect 10 director nominees, approve on an advisory basis the compensation of named executive officers, ratify Deloitte & Touche LLP as independent auditor for fiscal 2026, and consider three shareholder proposals, which the Board recommends voting against. The Board highlights strong refreshment, with six new directors added over seven years and all non-management directors deemed independent.
Deere reports fiscal 2025 net sales and revenues of $45.7 billion, net income attributable to the company of $5.0 billion, diluted EPS of $18.50, and operating cash flow of $7.5 billion. The common stock closed fiscal 2025 at $461.63 per share, up from $407.93 a year earlier, and the company emphasizes long-term total shareholder return outperformance and a pay-for-performance executive compensation program tied to returns, growth, and relative TSR.
Deere & Company Chairman and CEO John C. May II reported exercising 41,472 market-priced stock options at an exercise price of $254.83 per share on January 8, 2026. The resulting shares were then sold in four separate open-market transactions totaling 41,472 shares at weighted average prices of $500.46, $501.31, $502.49, and $503.35 per share, with each sale executed in multiple trades within narrow price ranges under a Rule 10b5-1 trading plan adopted on June 20, 2025.
After these transactions, May directly owned 117,970 shares of Deere common stock and indirectly held 27,891 shares through a SLAT, which includes 19,950 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan. The options exercised had become exercisable in three approximately equal installments on December 9 of 2021, 2022, and 2023 and carried a zero remaining balance following the exercise.
DE received a Rule 144 notice indicating that John C. May plans to sell 41472 shares of the issuer’s common stock through Fidelity Brokerage Services LLC on or around 01/08/2026, with an aggregate market value listed as 20797671.20 and 270445437 shares shown as outstanding.
The securities to be sold were acquired on 01/08/2026 via an option that had been granted on 12/09/2020, with the purchase price paid in cash. The filing also notes that during the past three months, John C. May sold 11106 common shares on 11/25/2025 for gross proceeds of 5553855.16.
Deere & Company’s 2025 annual report describes a global equipment and finance business built around four segments: Production & Precision Agriculture (PPA), Small Agriculture & Turf (SAT), Construction & Forestry (CF), and Financial Services. In fiscal 2025, PPA generated $17,311 million in net sales (45% of equipment operations), SAT $10,224 million (26%), and CF $11,382 million (29%).
The company emphasizes its Smart Industrial Operating Model and refined Leap Ambitions, which aim to grow through production systems, precision technology, lifecycle solutions, and “Solutions as a Service” by 2030. Deere reports backlog orders of about $4.0 billion for PPA, $1.9 billion for SAT, and $3.8 billion for CF as of November 2, 2025, reflecting softer demand in agriculture and growing demand in construction.
Deere highlights key risks including cyclical farm income, trade and geopolitical pressures, supply-chain disruptions, cybersecurity threats, and execution risks around new technology and strategy. Human capital remains central, with roughly 73,100 employees and a strong union presence in U.S. manufacturing, and the company tracks safety using a total recordable incident rate of 1.45 and lost time frequency rate of 0.61.
Deere & Company reported that an officer with the title Pres Ag & Turf, Sml Ag & Turf disposed of 453 shares of $1 par common stock on December 15, 2025 at $484.8 per share.
The transaction was coded “F,” and the explanation states it was exempt withholding of shares to satisfy tax withholding obligations upon settlement of restricted stock units for unrestricted shares. After this tax-related withholding, the reporting person beneficially owned 13,342 shares, including 3,999 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan to be settled solely in shares, which permit shares to be withheld to cover income tax obligations.
Deere & Company reported an insider tax-withholding transaction by a company officer listed as "Pres, Life Sol Cust Sup & S.M." On 12/15/2025, the officer had 634 shares of $1 par value common stock withheld in a transaction coded "F" at a price of $484.8 per share. A footnote explains this was an exempt withholding of shares to satisfy tax obligations when restricted stock units were settled for unrestricted shares.
After this transaction, the officer beneficially owned 20,792 shares of Deere & Company stock. This amount includes 4,377 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan, which are to be settled solely in shares and may also have shares withheld to cover income tax obligations.
Deere & Company reported an insider transaction by its Senior Vice President & Chief People Officer. On 12/15/2025, the officer had 453 shares of Deere $1 par value common stock withheld, coded as transaction type F, at a price of $484.8 per share. This transaction reflects shares withheld to cover tax obligations when restricted stock units (RSUs) settled into unrestricted shares.
After this tax withholding, the officer beneficially owned 11,315 shares of Deere common stock. This total includes 3,856 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan, which are to be settled solely in shares and allow additional shares to be withheld to satisfy income tax obligations.
Deere & Company’s Chairman and CEO reported an insider equity transaction involving company common stock. On 12/15/2025, 2,924 shares of $1 par value common stock were withheld in a transaction coded “F,” which the report explains as an exempt withholding of shares to satisfy tax withholding obligations when restricted stock units settled into unrestricted shares.
After this tax-related withholding, the executive beneficially owned 117,970 Deere shares directly and 27,891 shares indirectly through a SLAT. The indirect holdings include 19,950 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan, which are to be settled solely in shares and allow additional shares to be withheld to cover income tax obligations.
Deere & Company reported that a company officer had 402 shares of $1 par common stock withheld on 12/15/2025 at $484.8 per share to satisfy tax withholding obligations when restricted stock units were settled for unrestricted shares.
After this transaction, the officer beneficially owned 7,792 shares, including 4,451 restricted stock units granted under the John Deere 2020 Equity and Incentive Plan, which are to be settled solely in shares and allow additional share withholding to meet income tax obligations.