Shurman Rodney Michael 4

What Happened
Rodney Michael Shurman, Group President of Caterpillar (CAT), reported the vesting of performance-based restricted stock units (RSUs) that resulted in an award of 2,469 shares (acquired at $0.00). To satisfy the tax withholding obligation on the vested RSUs, 887 shares were withheld/disposed at $744.83 per share, generating approximately $660,664. The Form 4 was filed on 2026-02-12 reporting transactions dated 2026-02-10.

Key Details

• Transaction types: A = Award/Grant (2,469 shares @ $0.00 acquired); F = Tax withholding (887 shares @ $744.83 disposed)
• Transaction date: February 10, 2026; Filing date: February 12, 2026 (timely file)
• Proceeds from shares withheld for taxes: ~ $660,664 (887 × $744.83)
• Footnote F1: Shares were withheld to satisfy tax obligations arising from vesting of performance-based RSUs granted March 6, 2023.
• Footnote F2: The reported information is based in part on a 401(k) plan statement dated January 31, 2026.
• Shares owned after the transaction: not specified in the provided filing.

Context
Tax-withholding disposals are common when RSUs vest and do not necessarily reflect a discretionary market sale by the insider. The RSU award is recorded at $0.00 acquisition price because it represents compensation vesting; the withheld shares were used only to meet tax obligations. This report appears routine and timely under Form 4 filing rules.