FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Creed Joseph E

2. Date of Event Requiring Statement (MM/DD/YYYY)
5/4/2018 

3. Issuer Name and Ticker or Trading Symbol

CATERPILLAR INC [CAT]

(Last)        (First)        (Middle)

510 LAKE COOK ROAD, SUITE 100

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Interim CFO /

(Street)

DEERFIELD, IL 60015       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   172   D    
Common Stock   8134   (1) I   Held by 401(k) Plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units     (2)   (2) Common Stock   2687.0     (3) D    
Employee Stock Options   3/5/2015   3/5/2022   Common Stock   2382.0   $110.09   D    
Employee Stock Options   3/4/2016   3/4/2023   Common Stock   4360.0   $89.75   D    
Employee Stock Options   3/3/2017   3/3/2024   Common Stock   5152.0   $96.31   D    
Employee Stock Options     (4) 3/2/2025   Common Stock   9949.0   $83.0   D    
Employee Stock Options     (5) 3/7/2026   Common Stock   11379.0   $74.77   D    
Employee Stock Options     (6) 3/6/2027   Common Stock   18480.0   $95.66   D    
Employee Stock Options     (7) 3/5/2028   Common Stock   18294.0   $115.12   D    

Explanation of Responses:
(1)  The information in this report is based on a 401(k) Plan statement dated as of 4/30/2018.
(2)  The phantom stock units were acquired under the Caterpillar Inc. Supplemental Deferred Compensation Plan (the "Plan") and are to be settled 100% in cash upon the reporting person's retirement or separation from service.
(3)  Each Phantom Stock unit is the economic equivalent of one share of Caterpillar Inc. common stock.
(4)  The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 2, 2015 and vest equally in 1/3 increments on each of the first, second and third anniversaries of the grant date.
(5)  The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 7, 2016 and vest equally in 1/3 increments on each of the first, second and third anniversaries of the grant date.
(6)  The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 6, 2017 and vest equally in 1/3 increments on each of the first, second and third anniversaries of the grant date.
(7)  The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on March 5, 2018 and vest equally in 1/3 increments on each of the first, second and third anniversaries of the grant date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Creed Joseph E
510 LAKE COOK ROAD
SUITE 100
DEERFIELD, IL 60015


Interim CFO

Signatures
Barbara Thomas, POA for Joseph E. Creed 5/14/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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