8-KLeadership ChangesShareholder MattersRegulation FD+1

CATERPILLAR INC 8-K Report, Executive Changes (Jun 20, 2023)

Filed June 20, 2023For Securities:CAT

Summary

Caterpillar Inc. (CAT) filed an 8-K report on June 20, 2023, detailing the outcomes of its 2023 Annual Shareholders Meeting held on June 14, 2023. The key event for investors was the shareholder approval of the Caterpillar Inc. 2023 Long-Term Incentive Plan, which is now effective. Additionally, the report confirms the election of all director nominees and the ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm. Shareholders also provided advisory approval for executive compensation, with an annual frequency for such votes. Notably, several shareholder proposals concerning climate lobbying, lobbying disclosure, operations in conflict-affected areas, and diversity, equity, and inclusion audits did not receive majority support. The company also announced a quarterly cash dividend increase to $1.30 per share, a 10% rise from the previous quarter, demonstrating a commitment to returning capital to shareholders.

Key Highlights

  • 1Shareholders approved the Caterpillar Inc. 2023 Long-Term Incentive Plan, which is now effective.
  • 2All director nominees presented at the Annual Meeting were elected to the Board of Directors for one-year terms.
  • 3PricewaterhouseCoopers LLP was ratified as Caterpillar's independent registered public accounting firm for 2023.
  • 4Shareholders provided advisory approval for executive compensation, aligning with management's recommendations.
  • 5The company will hold an advisory vote on executive compensation annually, consistent with shareholder preference.
  • 6A quarterly cash dividend of $1.30 per share was declared, an increase of $0.10 from the prior quarter.
  • 7Several shareholder proposals, including those on climate lobbying, general lobbying disclosure, and operations in conflict areas, did not pass.

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