CATERPILLAR INC. 2024-2025 Proxy Voting Records

Description as filed by funds: Election of Directors: Joseph E. Creed

CATERPILLAR INC.’s own tally for this item (“Elect Director: Joseph E. Creed”): 318,498,347 for, 1,753,464 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,719,006 for, 11,335 against, 17,441 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: James C. Fish, Jr.

CATERPILLAR INC.’s own tally for this item (“Elect Director: James C. Fish, Jr.”): 308,046,737 for, 12,057,097 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,535,696 for, 194,640 against, 17,445 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Gerald Johnson

CATERPILLAR INC.’s own tally for this item (“Elect Director: Gerald Johnson”): 316,575,390 for, 3,516,392 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,713,910 for, 16,425 against, 17,446 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Nazzic S. Keene

CATERPILLAR INC.’s own tally for this item (“Elect Director: Nazzic S. Keene”): 316,828,348 for, 3,280,237 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,698,496 for, 31,841 against, 17,445 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: David W. MacLennan

CATERPILLAR INC.’s own tally for this item (“Elect Director: David W. MacLennan”): 313,226,737 for, 6,873,015 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,710,186 for, 20,150 against, 17,445 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Judith F. Marks

CATERPILLAR INC.’s own tally for this item (“Elect Director: Judith F. Marks”): 317,273,666 for, 2,901,893 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,702,225 for, 28,116 against, 17,441 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Debra L. Reed-Klages

CATERPILLAR INC.’s own tally for this item (“Elect Director: Debra L. Reed-Klages”): 314,101,093 for, 6,111,342 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,577,030 for, 153,309 against, 17,442 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Susan C. Schwab

CATERPILLAR INC.’s own tally for this item (“Elect Director: Susan C. Schwab”): 310,548,816 for, 9,507,307 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,638,651 for, 91,666 against, 17,464 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: D. James Umpleby III

CATERPILLAR INC.’s own tally for this item (“Elect Director: D. James Umpleby III”): 311,270,374 for, 8,959,498 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,487,266 for, 242,772 against, 17,443 abstained, 250 not voted, 373 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Election of Directors: Rayford Wilkins, Jr.

CATERPILLAR INC.’s own tally for this item (“Elect Director: Rayford Wilkins, Jr.”): 312,193,808 for, 7,701,856 against, per its Form 8-K filed June 12, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal 1 - Company Proposal - Election of Directors All nominees for election to the Company's Board of Directors named in the Proxy Statement were elected, each to a one-year term, with the following vote:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 201 asset managers below reported 105,697,990 for, 32,321 against, 17,471 abstained, 250 not voted, 73 unknown.

Showing the 25 largest of 201 asset managers. See all 201 in the interactive database.

Description as filed by funds: Advisory vote to Approve Named Executive Officer Compensation

CATERPILLAR INC.’s own tally for this item (“3. Company Proposal - Advisory Vote to Approve Executive Compensation The proposal requesting that the shareholders of the Company approve executive compensation, on an advisory basis”): 301,439,384 for, 17,773,391 against — passed, per its Form 8-K filed June 12, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 - Company Proposal - Advisory Vote to Approve Executive Compensation The proposal requesting that the shareholders of the Company approve executive compensation, on an advisory basis, was approved with the following vote:”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of CATERPILLAR INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (54 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “COMPENSATION” (3 managers, 10,796 for); “SECTION 14A SAY-ON-PAY VOTES” (3 managers, 1,979 for).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 184 managers: 105,048,242 for, 140,289 against, 17,549 abstained, 250 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 1,222 managers: 146,072,883 for, 9,631,391 against, 250 withheld, 9,008 abstained, 23,427 not voted, 18,286 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of our Independent Registered Public Accounting Firm

CATERPILLAR INC.’s own tally for this item (“2. Company Proposal - Ratification of Independent Registered Public Accounting Firm The proposal requesting ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public acc”): 375,964,503 for, 18,819,263 against — passed, per its Form 8-K filed June 12, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 - Company Proposal - Ratification of Independent Registered Public Accounting Firm The proposal requesting ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2025 was approved with the following vote:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of CATERPILLAR INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “PricewaterhouseCoopers” (2 managers, no shares for or against).

The 206 asset managers below reported 104,658,873 for, 1,074,237 against, 17,426 abstained, 250 not voted, 563 unknown.

Showing the 25 largest of 206 asset managers. See all 206 in the interactive database.

Description as filed by funds: Shareholder Proposal - Civil Rights Audit

CATERPILLAR INC.’s own tally for this item (“4. Shareholder Proposal - Civil Rights Audit The proposal requesting that the Board of Directors commission and oversee a civil rights audit”): 34,783,167 for, 282,110,451 against — failed, per its Form 8-K filed June 12, 2025 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Proposal 4 - Shareholder Proposal - Civil Rights Audit The proposal requesting that the Board of Directors commission and oversee a civil rights audit was not approved based on the following vote:”
Support: 11% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 206 asset managers below reported 2,099,154 for, 102,710,889 against, 939,875 abstained, 250 not voted, 563 unknown.

Showing the 25 largest of 206 asset managers. See all 206 in the interactive database.

Description as filed by funds: Shareholder Proposal - Report on Employee Charitable Giving Match

CATERPILLAR INC.’s own tally for this item (“5. Shareholder Proposal – Report on Employee Charitable Giving Match The proposal requesting that the Board of Directors issue a report evaluating the composition of charities included in the Company's employee-gift matc”): 6,574,526 for, 311,026,909 against — failed, per its Form 8-K filed June 12, 2025 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Proposal 5 - Shareholder Proposal – Report on Employee Charitable Giving Match The proposal requesting that the Board of Directors issue a report evaluating the composition of charities included in the Company's employee-gift match program was not approved based on the following vote:”
Support: 2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of CATERPILLAR INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Report on Religious Discrimination in Charitable Contributions” (9 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 200 asset managers below reported 833,237 for, 104,238,854 against, 385,063 abstained, 250 not voted, 373 unknown.

Showing the 25 largest of 200 asset managers. See all 200 in the interactive database.

Description as filed by funds: Shareholder Proposal - Request to Cease DEI Efforts

CATERPILLAR INC.’s own tally for this item (“6. Shareholder Proposal – Request to Cease DEI Efforts The proposal requesting that the Board of Directors terminate any Diversity, Equity and Inclusion (DEI) programs at the Company”): 9,835,678 for, 307,515,820 against — failed, per its Form 8-K filed June 12, 2025 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Proposal 6 - Shareholder Proposal – Request to Cease DEI Efforts The proposal requesting that the Board of Directors terminate any Diversity, Equity and Inclusion (DEI) programs at the Company was not approved based on the following vote:”
Support: 3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 199 asset managers below reported 123,816 for, 104,828,675 against, 346,485 abstained, 250 not voted, 636 unknown.

Showing the 25 largest of 199 asset managers. See all 199 in the interactive database.