Denise C. Johnson's Phantom Stock Units Transaction

Denise C. Johnson, Group President of Caterpillar Inc., reported a transaction involving phantom stock units on October 24, 2025. The transaction involved the acquisition of 19 phantom stock units at a price of $522.73 per unit, bringing her total holdings to 21,817 units. Phantom stock units under the company's non-qualified deferred compensation plan are generally the economic equivalent of one share of Caterpillar Inc. common stock. These units are to be settled for 100% in cash upon the reporting person's retirement or separation from service. The total includes 10 shares credited to her account under the Supplemental Deferred Compensation Plan and 9 shares contributed pursuant to the terms of the Plan for no consideration. The phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash, and the number of units may change due to differences in the percentages of cash and stock in the unitized fund.