Form 4: Caterpillar Director David L. Calhoun Reports Acquisition of Phantom Stock Units

Director David L. Calhoun reports acquiring phantom stock units in Caterpillar Inc. through a deferred compensation plan.

Summary

• On March 28, 2024, David L. Calhoun, a director of Caterpillar Inc., acquired 103 phantom stock units under the company's non-qualified deferred compensation plan.
• These units were acquired in lieu of director cash compensation.
• Each phantom stock unit is economically equivalent to one share of Caterpillar Inc. common stock.
• The price of the phantom stock units was $365.38.
• Following the transaction, Calhoun beneficially owns 21,559 derivative securities.
• The phantom stock units will be settled 100% in cash upon Calhoun's retirement or separation from service.
• The report was filed on April 1, 2024.

Sentiment

Score: 7

Explanation: The document is a routine regulatory filing related to executive compensation. It doesn't contain any information that would significantly impact investor sentiment positively or negatively. The acquisition of phantom stock units is a standard practice and reflects a commitment to aligning director interests with shareholder value.

Positives

• The acquisition of phantom stock units aligns the director's interests with the long-term performance of the company.
• The deferred compensation plan allows for tax-efficient accumulation of wealth for the director.

Future Outlook

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

Industry Context

This filing is a routine disclosure related to executive compensation and is common among publicly traded companies. It reflects a component of director compensation designed to align their interests with shareholder value.

Comparison to Industry Standards

• Deferred compensation plans, including phantom stock units, are a common practice among large publicly traded companies like Caterpillar to attract and retain key personnel.
• Companies such as Deere & Company (DE) and Komatsu (KMTUY) also utilize similar compensation strategies for their executives and directors.
• The specific terms of these plans, such as vesting schedules and settlement methods, can vary, but the underlying goal of aligning management incentives with shareholder returns remains consistent.

Stakeholder Impact

• The acquisition of phantom stock units by a director can positively influence shareholders by aligning management's interests with the company's long-term success.

Key Dates