12. april 2021

Standing Proxy Agreement

You also reserve the right to vote whenever you wish, without notifying us. Your deputy standing gets knocked down on these occasions. We are committed to always voting in the best interests of small investors. However, as we have already seen, a shareholder`s voting power is probably the most important power available to a shareholder, because he has his only means of expressing his opinion and having some degree of control over the company he owns. For example, national courts and legislators are often very reluctant to allow parties seeking an agent to make the agent “irrevocable” in all circumstances. As a result, there are laws in many states that indicate that a plenipotentiary, released and without consideration, can be revoked, even if they provide a contrary language. This proposal was also discussed at Caterpillar`s 2016 annual meeting with 42% approval. This support of 42% would have been higher (perhaps 47%) whether more shareholders have access to independent proxy voting advice. PRSUs and RSUs: Accelerating the awarding of pending rewards The following definitions are provided for non-GAAP financial indicators used in this proxy statement. These non-GAAP financial ratios have no standardized meaning imposed by the U.S. GAAP and are therefore unlikely to be comparable to the calculation of similar measures for other companies.

Management does not intend to consider these positions isolated or as a replacement for the CORRESPONDING measures. The values in this column include, except below, the value of passenger aircraft use based on Caterpillar`s incremental cost per flight hour, including weighted average variable operating costs for fuel, oil, aircraft maintenance, landing and parking charges, associated ground transportation, restoration and other small variable costs. Mr. Umpleby and the company have an on-time lease agreement, under which certain costs related to Mr. Umpleby`s personal flights are reimbursed to the company in accordance with the agreement. An additional car for Mr. Ainsworth (who ceased after his appointment as group leader) of 2,769 $US and the transportation costs of the executives that were made available to The Gentleman.