CATNYSESEC EDGAREDGAR

CATERPILLAR INC

Construction Machinery & Equip·IRVING, TX·FY end 12/31·CIK 18230

Board of Directors

10 members · 9 independent · FY 2025
DirectorRoleTenureAgeCommitteesIndep.Annual fees
Joseph E. CreedChairman and CEO1y50
James C. Fish, Jr.Director3y63AuditSustainability and other Public Policy$343,907
Lynn J. GoodDirector0y67AuditComp
Gerald JohnsonDirector5y63CompSustainability and other Public Policy$330,033
Nazzic S. KeeneDirector2y65CompNCG$325,033
David W. MacLennanDirector5y66AuditSustainability and other Public PolicyExecutive$360,583
Judith F. MarksDirector3y62AuditComp$330,033
Debra L. Reed-KlagesLead Independent Director11y69NCGExecutive$400,033
Susan C. SchwabDirector17y71Sustainability and other Public PolicyNCG$325,033
Rayford Wilkins, Jr.Director9y74CompNCGExecutive$355,033

Risk-factor diff

FY 2025 10-K vs. FY 2024
+297 new296 removed

Net-new paragraphs in the most recent 10-K's Item 1A. Companies rarely add risk language without a real reason — additions here are often a leading signal of management concerns.

NEW · FY 2025

Glossary of terms included on pages 36 - 38; first occurrence of terms shown in bold italics.

NEW · FY 2025

Information on non-GAAP financial measures is included on pages 48 - 49.

NEW · FY 2025

The chart above graphically illustrates reasons for the change in consolidated sales and revenues between 2024 (at left) and 2025 (at right). Caterpillar management utilizes these charts internally to visually communicate with the company’s board of directors and employees.

NEW · FY 2025

Total sales and revenues for 2025 were $67.589 billion, an increase of $2.780 billion, or 4 percent, compared with $64.809 billion in 2024. The increase was primarily driven by higher sales volume of $3.389 billion, partially offset by unfavorable price realization of $817 million. The increase in sales volume was mainly driven by higher sales of equipment to end users.

NEW · FY 2025

Sales were higher in Power & Energy, about flat in Resource Industries and slightly lower in Construction Industries.

+ 25 more new paragraphs not shown

Policies & disclosures

Clawback, anti-hedging, stock ownership, and related-party policies will populate from extracted proxy sections.