0000018230-15-000360.txt : 20151211 0000018230-15-000360.hdr.sgml : 20151211 20151211090829 ACCESSION NUMBER: 0000018230-15-000360 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20151209 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20151211 DATE AS OF CHANGE: 20151211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CATERPILLAR INC CENTRAL INDEX KEY: 0000018230 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION MACHINERY & EQUIP [3531] IRS NUMBER: 370602744 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00768 FILM NUMBER: 151282239 BUSINESS ADDRESS: STREET 1: 100 NE ADAMS ST CITY: PEORIA STATE: IL ZIP: 61629 BUSINESS PHONE: 3096751000 MAIL ADDRESS: STREET 1: 100 NE ADAMS ST CITY: PEORIA STATE: IL ZIP: 61629 FORMER COMPANY: FORMER CONFORMED NAME: CATERPILLAR TRACTOR CO DATE OF NAME CHANGE: 19860623 8-K 1 form8-k_december2015xretir.htm FORM 8-K, RETIREMENT 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): December 9, 2015


CATERPILLAR INC. 
(Exact name of registrant as specified in its charter)


Delaware 
(State or other jurisdiction of incorporation)


1-768 
(Commission File Number)


37-0602744 
(IRS Employer Identification No.)
100 NE Adams Street, Peoria, Illinois 
(Address of principal executive offices)


61629  
(Zip Code)
Registrant's telephone number, including area code:  (309) 675-1000

Former name or former address, if changed since last report: N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 
 
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 
 
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 230.425)
 
 
 
 
 
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
 
 
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 








Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 9, 2015, Edward J. Rapp, currently a Group President of Caterpillar Inc. (the “Company”) with responsibility for Resource Industries, notified the Board of Directors of the Company that he would be retiring for health reasons effective in early 2016. The Company plans to announce Mr. Rapp’s successor in early 2016.

As of the date of this Current Report on Form 8-K, the Company has not entered into any material plan, contract or arrangement to which Mr. Rapp is a party or in which he participates, or any material amendment thereof, in connection with such retirement.

A copy of a press release announcing Mr. Rapp’s retirement is attached hereto as Exhibit 99.1 and incorporated into this Item 5.02 by reference.

Item 9.01.
Financial Statements and Exhibits.
 
(d)
Exhibits:

 
 
The following is furnished as an exhibit to this report:
 
 
 
 
 
99.1
Caterpillar Inc. press release dated December 11, 2015.







 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
CATERPILLAR INC.

 
 
 
 
December 11, 2015
By:
/s/James B. Buda
 
 
James B. Buda
 
 
Executive Vice President, Law and Public Policy







EXHIBIT INDEX

Exhibit No.
Description
 
 
99.1
Caterpillar Inc. press release dated December 11, 2015.



EX-99.1 2 exhibit991.htm EXHIBIT 99.1, PRESS RELEASE Exhibit


Exhibit 99.1

Caterpillar Inc.
December 11, 2015    
Caterpillar contact:
Rachel Potts
Global Government & Corporate Affairs
Office: 309-675-6892
Cell: 309-573-3444
Potts_Rachel_A@cat.com

FOR IMMEDIATE RELEASE    
    

Caterpillar Group President Ed Rapp to Retire; Will Turn His Focus to
Fighting Amyotrophic Lateral Sclerosis (ALS)

PEORIA, Ill. – Caterpillar Inc. (NYSE: CAT) is announcing today that Ed Rapp, a 36-plus-year veteran of the company and currently group president with responsibility for Resource Industries, has elected to retire.
“Early retirement was not part of my plan,” Rapp said. “But I have recently been diagnosed with ALS – better known as Lou Gehrig’s disease – a disease that currently has no known cure. My decision to leave Caterpillar and its people was the toughest choice I have ever faced. I love Caterpillar, especially the people I get to work with at all levels of the company, including dealers, suppliers and customers. But, I have a new challenge in front of me, and along with my family, I will now turn my focus and attention to the next chapter in life, which will include fighting the disease, raising awareness and supporting those in search of a cure.”
In order to ensure a smooth transition, Rapp will remain with Caterpillar and continue leading the Resource Industries group through early 2016. The company plans to announce a replacement for Rapp in early 2016.
“The entire Caterpillar family, its employees, dealers, customers, suppliers and others who have had the opportunity to get to know Ed during his career – everyone he has touched – will be keeping him and his family in their thoughts and prayers,” said Caterpillar Chairman and



CEO Doug Oberhelman. “I have had the honor of working with Ed for more than 30 years, and I can’t think of another leader who better exemplifies Caterpillar’s values and who has had such a positive impact on our global employees. Personally, and for the company, Ed’s deep and broad Caterpillar experience, thoughtful leadership and guidance will be deeply missed.”

About Caterpillar
For 90 years, Caterpillar Inc. has been making sustainable progress possible and driving positive change on every continent. Customers turn to Caterpillar to help them develop infrastructure, energy and natural resource assets. With 2014 sales and revenues of $55.184 billion, Caterpillar is the world’s leading manufacturer of construction and mining equipment, diesel and natural gas engines, industrial gas turbines and diesel-electric locomotives. The company principally operates through its three product segments - Construction Industries, Resource Industries and Energy & Transportation - and also provides financing and related services through its Financial Products segment. For more information, visit caterpillar.com. To connect with us on social media, visit caterpillar.com/social-media.

Forward-looking Statements
Certain statements in this press release relate to future events and expectations and are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “believe,” “estimate,” “will be,” “will,” “would,” “expect,” “anticipate,” “plan,” “project,” “intend,” “could,” “should” or other similar words or expressions often identify forward-looking statements. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding our outlook, projections, forecasts or trend descriptions. These statements do not guarantee future performance, and we do not undertake to update our forward-looking statements.

Caterpillar’s actual results may differ materially from those described or implied in our forward-looking statements based on a number of factors, including, but not limited to: (i) global and regional economic conditions and economic conditions in the industries we serve; (ii) government monetary or fiscal policies and infrastructure spending; (iii) commodity price changes, component price increases, fluctuations in demand for our products or significant shortages of component products; (iv) disruptions or volatility in global financial markets limiting our sources of liquidity or the liquidity of our customers, dealers and suppliers; (v) political and economic risks, commercial instability and events beyond our control in the countries in which we operate; (vi) failure to maintain our credit ratings and potential resulting increases to our cost of borrowing and adverse effects on our cost of funds, liquidity, competitive position and access to capital markets; (vii) our Financial Products segment’s risks associated with the financial services industry; (viii) changes in interest rates or market liquidity conditions; (ix) an increase in delinquencies, repossessions or net losses of Cat Financial’s customers; (x) new regulations or changes in financial services regulations; (xi) a failure to realize, or a delay in realizing, all of the anticipated benefits of our acquisitions, joint ventures or divestitures; (xii) international trade policies and their impact on demand for our products and our competitive position; (xiii) our ability to develop, produce and market quality products that meet our customers’ needs; (xiv) the impact of the highly competitive environment in which we operate on our sales and pricing; (xv) failure to realize all of the anticipated benefits from initiatives to increase our productivity, efficiency and cash flow and to reduce costs; (xvi) additional restructuring costs or a failure to realize anticipated savings or benefits from past or future cost reduction actions; (xvii) inventory management decisions and sourcing practices of our dealers and our OEM customers; (xviii) compliance with environmental laws and regulations; (xix) alleged or actual violations of trade or anti-corruption laws and regulations; (xx) additional tax expense or exposure; (xxi) currency fluctuations; (xxii) our or Cat Financial’s compliance with financial covenants; (xxiii) increased pension plan funding obligations; (xxiv) union disputes or other employee relations issues; (xxv) significant legal proceedings, claims, lawsuits or government investigations; (xxvi) changes in accounting standards; (xxvii) failure or breach of



IT security; (xxviii) adverse effects of unexpected events including natural disasters; and (xxix) other factors described in more detail under “Item 1A. Risk Factors” in our Form 10-K filed with the SEC on February 17, 2015, for the year ended December 31, 2014.

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