Ramin Younessi Form 3 CATERPILLAR / Ramin Younessi ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Younessi Ramin

(Last) (First) (Middle)

510 LAKE COOK ROAD

SUITE 100

(Street)

DEERFIELD IL 60015

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2018

3. Issuer Name and Ticker or Trading Symbol
CATERPILLAR INC [ CAT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Group President

5. If Amendment, Date of Original Filed (Month/Day/Year)

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	20,198	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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
Employee Stock Options	(1)	03/07/2026	Common Stock	12,803	74.77	D
Employee Stock Options	(1)	03/06/2027	Common Stock	30,554	95.66	D
Employee Stock Options	(1)	03/05/2028	Common Stock	19,702	151.12	D
Phantom Stock Units	(2)	(2)	Common Stock	225	(3)	D

Explanation of Responses:

1. The stock options were granted pursuant to the Caterpillar Inc. 2014 Long-Term Incentive Plan on 3/7/2016, 3/6/2017 and 3/5/2018, respectively, and vest equally in 1/3 increments on each of the first, second and third anniversaries of the grant date.

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.

Remarks:

	/s/ Barbara Thomas, POA for Ramin Younessi	06/08/2018
	** 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).
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