CAT

EX-99.1

2 ex991toformcat1q2026earnin.htm

EX-99.1

Document

Exhibit 99.1

Caterpillar Inc.

1Q 2026 Earnings Release

FOR IMMEDIATE RELEASE

Caterpillar Reports First-Quarter 2026 Results

First Quarter

($ in billions except profit per share)20262025

Sales and Revenues$17.4$14.2

Profit Per Share$5.47$4.20

Adjusted Profit Per Share$5.54$4.25

Please see a reconciliation of GAAP to non-GAAP financial measures in the appendix on pages 12 and 13.

●First-quarter 2026 sales and revenues increased 22% to $17.4 billion

●First-quarter 2026 profit per share of $5.47; adjusted profit per share of $5.54

●Deployed $5.7 billion of cash for share repurchases and dividends in the first quarter

IRVING, Texas, Apr. 30, 2026 – Caterpillar Inc. (NYSE: CAT) announced first-quarter 2026 results.

“Our team delivered a strong start to the year, driven by resilient end markets and disciplined execution in a dynamic operating environment,” said Caterpillar Chairman and CEO Joe Creed. “Solid sales and revenues growth, combined with robust order activity, demonstrate the strength of our business and our focus on solving our customers’ toughest challenges. A record backlog provides a strong foundation for continued positive momentum.”

Sales and revenues for the first quarter of 2026 were $17.4 billion, a 22% increase compared with $14.2 billion in the first quarter of 2025. The increase was primarily due to higher sales volume of $2.3 billion and favorable price realization of $426 million.

Operating profit margin was 17.7% for the first quarter of 2026, compared with 18.1% for the first quarter of 2025. Adjusted operating profit margin was 18.0% for the first quarter of 2026, compared with 18.3% for the first quarter of 2025. First-quarter 2026 profit per share was $5.47, compared with first-quarter 2025 profit per share of $4.20. Adjusted profit per share in the first quarter of 2026 was $5.54, compared with first-quarter 2025 adjusted profit per share of $4.25. For the first quarter of 2026 and 2025, adjusted operating profit margin and adjusted profit per share excluded restructuring costs.

For the first quarter of 2026, enterprise operating cash flow was $1.9 billion, and the company ended the first quarter with $4.1 billion of enterprise cash. In the quarter, the company deployed $5.0 billion of cash for repurchases of Caterpillar common stock and $0.7 billion of cash for dividends.

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CONSOLIDATED RESULTS

Consolidated Sales and Revenues

The chart above graphically illustrates reasons for the change in consolidated sales and revenues between the first quarter of 2025 (at left) and the first quarter of 2026 (at right). Caterpillar management utilizes these charts internally to visually communicate with the company’s board of directors and employees.

Total sales and revenues for the first quarter of 2026 were $17.415 billion, an increase of $3.166 billion, or 22%, compared with $14.249 billion in the first quarter of 2025. The increase was primarily due to higher sales volume of $2.3 billion and favorable price realization of $426 million. Higher sales volume was mainly driven by the impact from changes in dealer inventories and higher sales of equipment to end users. Dealer inventory increased more during the first quarter of 2026 than during the first quarter of 2025.

Sales were higher across the three primary segments.

Sales and Revenues by Segment

(Millions of dollars)First Quarter 2025Sales VolumePrice RealizationCurrencyInter-Segment / OtherFirst Quarter 2026$ Change% Change

Power & Energy$5,783 $840 $108 $111 $189 $7,031 $1,248 22%

Construction Industries5,184 1,459 356 143 19 7,161 1,977 38%

Resource Industries3,661 85 (39)78 12 3,797 136 4%

All Other Segment70 1 — — 6 77 7 10%

Corporate Items and Eliminations(1,320)(67)1 19 (226)(1,593)(273)

Machinery, Power & Energy13,378 2,318 426 351 — 16,473 3,095 23%

Financial Products Segment1,007 — — — 89 1,096 89 9%

Corporate Items and Eliminations(136)— — — (18)(154)(18)

Financial Products Revenues871 — — — 71 942 71 8%

Consolidated Sales and Revenues$14,249 $2,318 $426 $351 $71 $17,415 $3,166 22%

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Sales and Revenues by Geographic Region

North AmericaLatin AmericaEAMEAsia/PacificExternal Sales and RevenuesInter-SegmentTotal Sales and Revenues

(Millions of dollars)$% Chg$% Chg$% Chg$% Chg$% Chg$% Chg$% Chg

First Quarter 2026

Power & Energy$3,500 33%$278 (15%)$1,141 11%$794 17%$5,713 23%$1,318 17%$7,031 22%

Construction Industries4,292 48%650 29%1,199 38%961 11%7,102 38%59 48%7,161 38%

Resource Industries1,836 14%572 (6%)560 10%742 (14%)3,710 3%87 16%3,797 4%

All Other Segment7 (13%)— —%3 200%2 —%12 9%65 10%77 10%

Corporate Items and Eliminations(55)— (4)(5)(64)(1,529)(1,593)

Machinery, Power & Energy9,580 34%1,500 5%2,899 21%2,494 4%16,473 23%— —%16,473 23%

Financial Products Segment741 9%111 12%133 9%111 7%1,096 9%— —%1,096 9%

Corporate Items and Eliminations(91)(19)(24)(20)(154)— (154)

Financial Products Revenues650 8%92

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):January 29, 2026

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On January 29, 2026, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated January 29, 2026

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

January 29, 2026 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202510290000018230false00000182302025-10-282025-10-280000018230us-gaap:CommonStockMember2025-10-282025-10-280000018230cat:A5.3DebenturesDueSeptember152035Member2025-10-282025-10-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 29, 2025

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On October 29, 2025, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended September 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 29, 2025

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 29, 2025 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202508050000018230false00000182302025-08-042025-08-040000018230us-gaap:CommonStockMember2025-08-042025-08-040000018230cat:A5.3DebenturesDueSeptember152035Member2025-08-042025-08-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):August 5, 2025

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On August 5, 2025, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated August 5, 2025

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

August 5, 2025 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202504300000018230false00000182302025-04-292025-04-290000018230us-gaap:CommonStockMember2025-04-292025-04-290000018230cat:A5.3DebenturesDueSeptember152035Member2025-04-292025-04-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):April 30, 2025

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On April 30, 2025, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended March 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated April 30, 2025

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

April 30, 2025 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202501300000018230false00000182302025-01-292025-01-290000018230us-gaap:CommonStockMember2025-01-292025-01-290000018230cat:A5.3DebenturesDueSeptember152035Member2025-01-292025-01-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):January 30, 2025

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On January 30, 2025, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended December 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated January 30, 2025

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

January 30, 2025 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202410300000018230false00000182302024-10-292024-10-290000018230us-gaap:CommonStockMember2024-10-292024-10-290000018230cat:A5.3DebenturesDueSeptember152035Member2024-10-292024-10-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 30, 2024

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On October 30, 2024, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended September 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 30, 2024

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 30, 2024 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202410090000018230false00000182302024-10-092024-10-090000018230us-gaap:CommonStockMember2024-10-092024-10-090000018230cat:A5.3DebenturesDueSeptember152035Member2024-10-092024-10-09

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 9, 2024

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972) 891-7700 Former name or former address, if changed since last report:N/A Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Election of New Independent Director

On October 11, 2024, Caterpillar Inc. (the “Company”) announced that, on October 9, 2024, the Board of Directors (the “Board”) of the Company appointed Nazzic Keene to serve on the Board, effective November 1, 2024. In addition to serving as a Board member, Ms. Keene will serve as a member of the Board’s Nominating & Governance Committee and Compensation & Human Resources Committee.

The compensation for Ms. Keene will be consistent with the standard compensatory agreement for non-employee directors described in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on April 29, 2024, under the heading “Director Compensation.”

A copy of the Company’s press release announcing the election of Ms. Keene is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 11, 2024

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 11, 2024By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):August 6, 2024

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On August 6, 2024, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended June 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated August 6, 2024

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

August 6, 2024 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):April 25, 2024

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On April 25, 2024, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended March 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated April 25, 2024

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

April 25, 2024 By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

cat-202402050000018230false00000182302024-02-042024-02-040000018230us-gaap:CommonStockMember2024-02-042024-02-040000018230cat:A5.3DebenturesDueSeptember152035Member2024-02-042024-02-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):February 5, 2024

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972) 891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition.

On February 5, 2024, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended December 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference.

Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated February 5, 2024

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

February 5, 2024By:/s/ Derek Owens Derek Owens Chief Legal Officer and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 31, 2023

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On October 31, 2023, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended September 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 31, 2023

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 31, 2023 By:/s/ Derek Owens Derek Owens Senior Vice President and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):August 1, 2023

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On August 1, 2023, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended June 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated August 1, 2023

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

August 1, 2023 By:/s/ Derek Owens Derek Owens Senior Vice President and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):April 27, 2023

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.,Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972)891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition.

On April 27, 2023, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended March 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated April 27, 2023

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

April 27, 2023 By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel

cat-202301310000018230false00000182302023-01-312023-01-310000018230us-gaap:CommonStockMember2023-01-312023-01-310000018230cat:A8DebenturesDueFebruary152023Member2023-01-312023-01-310000018230cat:A5.3DebenturesDueSeptember152035Member2023-01-312023-01-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):January 31, 2023

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

5205 N. O'Connor Blvd.Suite 100,Irving,Texas75039 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(972) 891-7700 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On January 31, 2023, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended December 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated January 31, 2023

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

January 31, 2023By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 27, 2022

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

510 Lake Cook Road,Suite 100,Deerfield,Illinois60015 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(224) 551-4000 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On October 27, 2022, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended September 30, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 27, 2022

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 27, 2022By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel

cat-202208020000018230false00000182302022-08-022022-08-020000018230us-gaap:CommonStockMember2022-08-022022-08-020000018230cat:A8DebenturesDueFebruary152023Member2022-08-022022-08-020000018230cat:A5.3DebenturesDueSeptember152035Member2022-08-022022-08-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):August 2, 2022

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

510 Lake Cook Road,Suite 100,Deerfield,Illinois60015 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(224) 551-4000 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On August 2, 2022, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended June 30, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated August 2, 2022

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

August 2, 2022By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel

cat-202204280000018230false00000182302022-04-282022-04-280000018230us-gaap:CommonStockMember2022-04-282022-04-280000018230cat:A8DebenturesDueFebruary152023Member2022-04-282022-04-280000018230cat:A5.3DebenturesDueSeptember152035Member2022-04-282022-04-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):April 28, 2022

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

510 Lake Cook Road,Suite 100,Deerfield,Illinois60015 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(224) 551-4000 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On April 28, 2022, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended March 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated April 28, 2022

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

April 28, 2022By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel

cat-202201280000018230false00000182302021-01-292021-01-290000018230us-gaap:CommonStockMember2021-01-292021-01-290000018230cat:A8DebenturesDueFebruary152023Member2021-01-292021-01-290000018230cat:A5.3DebenturesDueSeptember152035Member2021-01-292021-01-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):January 28, 2022

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

510 Lake Cook Road,Suite 100,Deerfield,Illinois60015 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(224) 551-4000 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition.

On January 28, 2022, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended December 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference.

Item 7.01. Regulation FD Disclosure.

Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated January 28, 2022

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

January 28, 2022By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer & General Counsel

cat-202110280000018230false00000182302021-10-282021-10-280000018230us-gaap:CommonStockMember2021-10-282021-10-280000018230cat:A8DebenturesDueFebruary152023Member2021-10-282021-10-280000018230cat:A5.3DebenturesDueSeptember152035Member2021-10-282021-10-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):October 28, 2021

CATERPILLAR INC.

(Exact name of registrant as specified in its charter) Delaware1-76837-0602744 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.)

510 Lake Cook Road,Suite 100,Deerfield,Illinois60015 (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(224) 551-4000 Former name or former address, if changed since last report:N/A

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol (s)Name of each exchange which registered Common Stock ($1.00 par value)CATThe New York Stock Exchange 8% Debentures due February 15, 2023CAT23The New York Stock Exchange 5.3% Debentures due September 15, 2035CAT35The New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 2.02. Results of Operations and Financial Condition. On October 28, 2021, Caterpillar Inc. issued a press release reporting its financial results for the quarter ended September 30, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference. Item 7.01. Regulation FD Disclosure. Caterpillar Inc. is furnishing supplemental information concerning (i) retail sales of machines to end users and (ii) retail sales of power systems (including reciprocating and turbine engines and locomotives) to end users and Original Equipment Manufacturers ("OEMs"). This supplemental information is attached hereto as Exhibit 99.2 and incorporated into this Item 7.01 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits: The following is furnished as an exhibit to this report: 99.1Caterpillar Inc. press release dated October 28, 2021

99.2Retail Statistics

104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CATERPILLAR INC.

October 28, 2021By:/s/ Suzette M. Long Suzette M. Long Chief Legal Officer and General Counsel