Caterpillar Director David MacLennan Receives Phantom Stock Award

What Happened

• Director David MacLennan was granted 28 phantom stock units on 2026-09-30 at a reported per-unit value of $821.01, for a total economic value of $22,988. The Form 4 records this as an Award/Grant (transaction code A) of a derivative security (phantom units), not an open‑market stock purchase.

Key Details

• Transaction date & price: 2026-09-30; 28 units @ $821.01 each (total $22,988).
• Security type: Phantom stock units under Caterpillar’s non‑qualified Directors’ Deferred Compensation Plan (derivative).
• Settlement: Units are to be settled 100% in cash upon the reporting person’s retirement or separation from service.
• Footnote highlights: units are generally the economic equivalent of one share each; they were awarded in lieu of director cash compensation; amounts include accrued dividends.
• Shares owned after transaction: not specified in the Form 4.
• Filing: Form 4 filed 2026-10-01 — appears timely (filed within the required reporting window).

Context

• Phantom units represent cash‑settled deferred compensation (economic exposure to Caterpillar stock price) rather than issuance of voting shares or an immediate market transaction. Such awards are common for directors and are primarily compensation-related, so they do not directly indicate insider buying or selling intent.