Form 4: Caterpillar Group President Acquires Phantom Stock

Caterpillar Group President Jason Kaiser acquired 14 phantom stock units, increasing his beneficial ownership to 5,178 units.

Summary

• Jason Kaiser, Group President of Caterpillar Inc., acquired 14 phantom stock units on October 24, 2025.
• These phantom stock units are generally the economic equivalent of one share of Caterpillar Inc. common stock.
• Of the 14 units, 7 were credited to Kaiser's account under the Supplemental Deferred Compensation Plan at a price of $522.73 per share.
• The remaining 7 units were contributed to his account pursuant to the Plan for no consideration.
• Following this transaction, Kaiser beneficially owns a total of 5,178 phantom stock units.
• The phantom stock units are to be settled 100% in cash upon Kaiser's retirement or separation from service.
• The total number of units beneficially owned includes adjustments for accrued dividends.
• Phantom stock units represent interests in an unfunded unitized company stock fund, meaning the number of units owned may fluctuate due to changes in the percentages of cash and stock within the fund.

Sentiment

Score: 5

Explanation: The filing is neutral as it reports a routine executive compensation transaction (acquisition of phantom stock units) which is an expected part of executive incentive structures and does not indicate significant operational or financial changes for the company.

Positives

• An executive's acquisition of additional phantom stock units aligns their interests with shareholders, as the value of these units is tied to the company's common stock performance.

Risks

• The number of phantom stock units beneficially owned may change between any given dates due to differences in the percentages of cash and stock in the unitized fund on those dates.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction, focusing solely on an executive compensation transaction.

Industry Context

This filing is a routine disclosure of executive compensation activity and does not provide information directly related to broader industry trends or competitive landscape. It reflects standard practices for aligning executive incentives with company performance through equity-like instruments.

Stakeholder Impact

• Shareholders: The acquisition of phantom stock units by a Group President can be viewed as a positive signal of management's alignment with shareholder interests, as the value of these units is tied to the company's stock performance.
• Employees: No direct impact on the broader employee base is indicated by this executive compensation filing.
• Management: The reporting person's compensation structure is enhanced, providing further incentive tied to the company's long-term performance.

Next Steps

• The phantom stock units are scheduled to be settled for 100% in cash upon the reporting person's retirement or separation from service.

Key Dates

Keywords

Caterpillar, CAT, SEC Form 4, Insider Transaction, Executive Compensation, Phantom Stock Units, Jason Kaiser