Kyle Joseph Epley, Chief Financial Officer of Caterpillar Inc., filed a Form 4 on August 27, 2026, disclosing the acquisition of phantom stock units on August 26, 2026, under the company's non-qualified deferred compensation plan.

Key Highlights

  • Reporting person: Kyle Joseph Epley, identified as Chief Financial Officer of Caterpillar Inc. (NYSE:CAT).
  • First transaction: 11 phantom stock units acquired on August 26, 2026, at a price of $821.93 per unit, bringing cumulative holdings to 5,862 units.
  • Second transaction: 7 additional phantom stock units acquired on August 26, 2026, at $821.93 per unit, bringing cumulative holdings to 5,869 units.
  • Unit breakdown: Of the first 11 units, 6 were credited as excess contributions under the Supplemental Deferred Compensation Plan and 5 were contributed for no consideration, according to the filing.
  • Settlement terms: The phantom stock units are to be settled for 100% in cash upon the reporting person's retirement or separation from service, per the filing's explanations.
  • Economic equivalence: Each phantom stock unit "is generally the economic equivalent of one share of Caterpillar Inc. common stock," according to the filing.

Caterpillar CFO Phantom Stock Unit Acquisitions Under Deferred Compensation Plan

According to the Form 4 filed August 27, 2026, Kyle Joseph Epley, serving as Chief Financial Officer of Caterpillar Inc. (NYSE:CAT), reported two derivative security acquisitions on August 26, 2026. Both transactions involved phantom stock units under the company's non-qualified deferred compensation plan, with each unit described in the filing as "generally the economic equivalent of one share of Caterpillar Inc. common stock."

The filing reports that the first acquisition of 11 phantom stock units comprised 6 shares credited to Epley's account under the Supplemental Deferred Compensation Plan as a result of excess contributions at $821.93 per share, and 5 shares contributed to his account "pursuant to the terms of the Plan for no consideration." Following this transaction, the filing records cumulative beneficial ownership of 5,862 phantom stock units. A second acquisition of 7 units at the same price of $821.93 brought the total to 5,869 units, all held directly.

The filing notes that the reported totals "include adjustments for dividends accrued" and that phantom stock units "represent interests in an unfunded unitized company stock fund comprised of stock and cash," meaning the number of units deemed owned may change between dates due to shifts in the cash-to-stock composition of the fund. All units are to be settled entirely in cash upon Epley's retirement or separation from service. The form was signed by Nicole Puza as power of attorney for Kyle J. Epley on August 27, 2026.

What Was Disclosed

Caterpillar's CFO acquired a combined 18 phantom stock units on August 26, 2026, at $821.93 each under the company's deferred compensation plan, reaching 5,869 total units, all to be settled in cash at separation or retirement.