SCHEDULE: Vanguard Amends Caterpillar Stake, Citing Internal Realignment

The Vanguard Group updated its beneficial ownership in Caterpillar Inc. to 10.06%, holding 46,835,122 shares, following an internal realignment.

Summary

• The Vanguard Group reported beneficial ownership of 46,835,122 shares of Caterpillar Inc. common stock.
• This represents 10.06% of Caterpillar Inc.'s outstanding common stock.
• The filing is an Amendment No. 12 to a Schedule 13G.
• The Vanguard Group holds shared voting power over 4,600,054 shares and shared dispositive power over 46,835,122 shares.
• An internal realignment occurred on January 12, 2026, where The Vanguard Group, Inc. ceased performing portfolio management services or administering proxy voting.
• Vanguard anticipates that certain subsidiaries or business divisions will report beneficial ownership separately (on a disaggregated basis) in the future.
• The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Caterpillar Inc.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral. It is a standard regulatory disclosure of beneficial ownership and an update on an internal organizational change at Vanguard, not directly impacting Caterpillar's operational or financial performance.

Future Outlook

The Vanguard Group anticipates that certain subsidiaries or business divisions will report beneficial ownership separately (on a disaggregated basis) from The Vanguard Group, Inc. in reliance on SEC Release No. 34-39538, following the internal realignment.

Management Comments

• "After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct." Ashley Grim, Head of Global Fund Administration, The Vanguard Group.

Industry Context

StockSavvy.ai notes that this filing reflects a routine disclosure of a significant institutional investor's stake in a major industrial company. The internal realignment at Vanguard, leading to disaggregated reporting, is a procedural change for the investment giant, aligning with regulatory guidance for large asset managers. This type of passive, large-scale ownership by entities like Vanguard is common across the market, indicating a long-term, index-based investment strategy rather than an active attempt to influence corporate control.

Stakeholder Impact

• Shareholders: Provides transparency regarding a major institutional investor's stake and its internal reporting changes, which may affect how Vanguard's total ownership is presented in future filings.
• Regulatory Authorities: Ensures compliance with SEC disclosure requirements for significant beneficial ownership.

Next Steps

• The Vanguard Group's subsidiaries and/or business divisions are expected to report beneficial ownership separately on a disaggregated basis in future filings.

Key Dates

Keywords

Caterpillar Inc., The Vanguard Group, Schedule 13G, Beneficial Ownership, Institutional Investor, Common Stock, CAT, Investment Management