On June 11, 2014, the stockholders of Caterpillar Inc. (“Caterpillar” or the “Company”) approved both the Caterpillar Inc. 2014 Long-Term Incentive Plan (the “2014 LTIP”) and the Caterpillar Inc. Executive Short-Term Incentive Plan (the “ESTIP” and together with the 2014 LTIP, the “Plans”) at the Company’s annual meeting of stockholders (the “Annual Meeting”). The Company’s stockholders approved the Plans in accordance with the voting results set forth below under Item 5.07. The ESTIP was previously adopted by the Compensation and Human Resources Committee of the Board of Directors on April 8, 2014, and the 2014 LTIP was previously adopted by the Company’s Board of Directors on April 9, 2014, in each case subject to stockholder approval.

The 2014 LTIP replaces the Caterpillar Inc. 2006 Long-Term Incentive Plan, as most recently approved by the Company’s stockholders on June 9, 2010. The material terms of the 2014 LTIP were described in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission (the “SEC”) on April 21, 2014 under the caption “Proposal 4 – Approval of the Caterpillar Inc. 2014 Long-Term Incentive Plan” (the “Proxy Statement”) and the Company’s Additional Definitive Proxy Materials filed with the SEC on May 28, 2014 (together with the Proxy Statement, the “Proxy Materials”). The 2014 LTIP authorizes the grants of equity and cash incentive awards to the Company’s executive officers, employees, non-employee Board members and other service providers as more fully described in the Company’s Proxy Materials.

The ESTIP amends and restates the Caterpillar Inc. Executive Short-Term Incentive Plan adopted in 2006 and most recently approved by our stockholders in June 2011. The material terms of the ESTIP were described in the Company’s Proxy Statement under the caption “Proposal 5 – Approval of the Caterpillar Inc. Executive Short-Term Incentive Plan” filed with the SEC on April 21, 2014. The ESTIP authorizes the Compensation and Human Resources Committee of the Board of Directors to continue to provide certain officers with annual cash incentive opportunities based on the achievement of pre-established performance goals.

The above description of the 2014 LTIP and ESTIP does not purport to be complete, and is qualified in its entirety by the full text of the 2014 LTIP and ESTIP, set forth in Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

MSO Equipamentos®
CONSULTORIA E TREINAMENTOS TÉCNICOS
Somando conhecimento para multiplicar seus resultados.
www.msoequipamentos.com.br