Current Report Filing (8-k)
March 03 2021 - 3:45PM
Edgar (US Regulatory)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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8-K
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Current Report
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
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March 3, 2021
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CATERPILLAR INC.
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(Exact name of registrant as specified in its charter)
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Delaware
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1-768
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37-0602744
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S Employer Identification No.)
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510 Lake Cook Road,
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Suite 100,
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Deerfield,
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Illinois
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60015
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
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(224)
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551-4000
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Former name or former address, if changed since last report:
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N/A
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol (s)
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Name of each exchange which registered
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Common Stock ($1.00 par value)
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CAT
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The New York Stock Exchange
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9 3/8% Debentures due March 15, 2021
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CAT21
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The New York Stock Exchange
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8% Debentures due February 15, 2023
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CAT23
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The New York Stock Exchange
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5.3% Debentures due September 15, 2035
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CAT35
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The New York Stock Exchange
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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:
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Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of
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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).
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Emerging growth company
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
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for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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☐
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Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On February 25, 2021, the Board of Directors (the “Board”) of Caterpillar Inc. (the “Company”) elected Gerald Johnson as a member of the Board, effective March 1, 2021. Mr. Johnson will serve as a member of the Public Policy and Governance Committee. Mr. Johnson’s compensation will be consistent with the standard compensatory arrangement for non-employee directors described in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on April 29, 2020, under the heading “Director Compensation.”
A copy of the Company’s press release announcing the election of Mr. Johnson 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.
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Exhibit
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Number
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Description
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99.1
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104
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The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.
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SIGNATURES
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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.
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CATERPILLAR INC.
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March 3, 2021
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By:
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/s/ Suzette M. Long
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Suzette M. Long
Chief Legal Officer & General Counsel
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