De Lange Bob 4

4 · CATERPILLAR INC · Filed May 7, 2026

AI-generated summary of this filing

Updated May 7, 2026

Caterpillar (CAT) Group President Bob De Lange Exercises Options, Sells Shares

What Happened

Bob De Lange, Group President of Caterpillar Inc. (CAT), exercised 28,105 stock options on 2026-05-06 at an exercise price of $127.60 per share (exercise cost = $3,586,198). All 28,105 resulting shares were disposed the same day: 3,883 shares were used to cover tax withholding and 24,222 shares were sold in the open market. Open-market sales generated gross proceeds of about $25.94 million (14,470 shares at a weighted avg $922.55 = $13,349,299; 9,752 shares at a weighted avg $923.47 = $9,005,679; 3,883 shares for tax withholding at a weighted avg $923.38 = $3,585,485).
Net effect: he exercised options and did not retain the exercised shares (cashless exercise / immediate sale).

Key Details

Transaction date: 2026-05-06; filing date: 2026-05-07 (filed next day).
Option exercise: 28,105 shares @ $127.60 each; exercise cost $3,586,198.
Sales/tax withholding: total disposed 28,105 shares; gross proceeds approx. $25,940,463.
Price notes: the reported sale prices are weighted averages; actual trade prices ranged $922.08–$923.07 (tax withholding tranche) and $923.08–$924.02 (open-market tranche), per footnotes F1–F2.
Grant/vesting note: options were granted under the Caterpillar 2014 LTIP on March 2, 2020 and vest in three equal annual installments (footnote F3).
Filing timeliness: reported the day after the transactions (no late filing indicated).
Transaction codes: M = option exercise, F = tax withholding to cover taxes, S = open-market sale.

Context

This was a cashless exercise: the exercised options were converted to shares and immediately disposed (some withheld for taxes and the rest sold), which is a common practice to cover exercise price and tax obligations rather than an indication of a long-term buy.
The filing is factual and routine for executive option exercises; it does not, by itself, indicate management’s longer-term view of the company.

Form 4

Period: 2026-05-06

Group President

Transactions

Exercise/Conversion
Common Stock
2026-05-06$127.60/sh+28,105$3,586,198→ 114,134 total
Tax Payment
Common Stock
2026-05-06$923.38/sh−3,883$3,585,485→ 110,251 total
Sale
Common Stock
[F1]
2026-05-06$922.55/sh−14,470$13,349,299→ 95,781 total
Sale
Common Stock
[F2]
2026-05-06$923.47/sh−9,752$9,005,679→ 86,029 total
Exercise/Conversion
Employee Stock Options
[F3]
2026-05-06$127.60/sh−28,105$3,586,198→ 28,105 total
Exercise: $127.60Exp: 2030-03-02→ Common Stock (28,105 underlying)

Footnotes (3)

[F1]This transaction was executed in multiple trades at prices ranging from $922.08 to $923.07. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
[F2]This transaction was executed in multiple trades at prices ranging from $923.08 to $924.02. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
[F3]The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 2, 2020 and vest equally in 1/3 increments on the first, second and third anniversaries of the grant date.

Signature

/s/ Nicole Puza, POA for Bob De Lange|2026-05-07

1 file