notwithstanding, the total Contributions made by any Employer to the Plan for any Plan Year (excluding 401(k) Contributions and after-tax contributions withheld by the Employer) shall not exceed 25 percent of the aggregate Compensation paid by the Employer to all Participants during the Plan Year, or such other amount as may be deductible under Section 404 of the Code for such Plan Year (determined without regard to Section 263A of the Code).

5.8 Purpose of Limitations; Authority of Administrator. The limitations of this

Article V are intended to comply with the requirements of Sections 415, 402(g), 401(a)(4), 401(k), 401(m), and 404 (a)(3) of the Code and the Treasury Regulations issued thereunder, and shall be construed accordingly. To the extent that said Treasury Regulations provide for any elections or alternative methods of compliance not specifically addressed in this Article V, the Administrator shall have the authority to make or revoke such election or utilize such alternative method of compliance unless such election or alternative method of compliance by its terms requires an amendment to the Plan.

ARTICLE VI

INVESTMENTS AND PLAN ACCOUNTING

6.1 Participant Accounts. The Administrator shall establish and maintain the following

separate Accounts with respect to Participants: aw. 401(k) Contributions Account. A 401(k) Contributions Account shall be maintained on behalf of each

Participant who elects, or is deemed to have elected pursuant to Section 4.1(a)(2), to have pre-tax 401(k)

Contributions, including pre-tax Catch-Up Contributions, made on his behalf. ax. After-Tax Contributions Account. An After-Tax Contributions Account shall be maintained on behalf of

each Participant who contributed any After-Tax Contributions under the Plan. (The Plan's after-tax contribution

feature is eliminated effective as of the first payroll period beginning on or after the Effective Date.) Such

After-Tax Contributions Account shall consist of two sub-accounts: an account that maintains After-Tax

Contributions made before January 1, 1987 and earnings (and losses) on those contributions and an account that

maintains After-Tax Contributions made on or after January 1, 1987 and earnings (and losses) on these

contributions. ay. Matching Contributions Account. A Matching Contributions Account shall be maintained on behalf of each

Participant who is allocated any Matching Contributions or who was allocated any nonelective contributions under

the Plan. az. Non-elective Contributions Account. A Non-elective Contributions Account shall be maintained on behalf

of each Participant who is allocated any non-elective contributions pursuant to Section 4.7 of the Plan or pursuant

to Section 4.7 of the January 1, 2016 restatement of the Plan.

29 f. Top-Heavy Contributions Account. A Top-Heavy Contributions Account shall be maintained on behalf of

each Participant who is allocated any Top-Heavy Contributions under the Plan. ba. Rollover Account. A Rollover Account shall be maintained on behalf of each Participant who elects to make a

Rollover Contribution to the Plan, except that a Rollover Contribution of Roth contributions and earnings (and

losses) shall be maintained in the Roth Rollover Account described in paragraph (h) of this Section 6.1. bb. Roth 401(k) Contributions Account. A Roth 401(k) Contributions Account shall be maintained on behalf of each

Participant who elects, pursuant to Section 4.1(a)(1), to have Roth 401(k) Contributions, including Roth Catch-Up

Contributions, made on his behalf. bc. Roth Rollover Account. A Roth Rollover Account shall be maintained on behalf of each Participant who elects

to make a Roth Rollover Contribution to the Plan. bd. EIP Part 1 Account. An EIP Part 1 Account shall be maintained on behalf of each Participant whose account

balances under the Caterpillar Inc. Employees' Investment Plan, Part 1 ("EIP Part 1") were transferred to the Plan

pursuant to Supplement E of the Plan as in effect immediately prior to January 1, 2016. be. QNEC Account. A QNEC Account shall be maintained on behalf of each Participant who is allocated any

"qualified non-elective contributions" or other Employer non? elective contributions under the Plan. bf. Additional Rules. Each Account shall represent the aggregate amount of the type of Contribution referred

to above, less any withdrawals or distributions charged thereto, and adjusted by the earnings, gains, losses,

expenses, and unrealized appreciation or depreciation attributable to such Contributions. The Administrator may

establish one or more subaccounts within the separate Accounts described in this Section 6.1. The maintenance of

separate Account balances shall not require physical segregation of plan assets with respect to any Account. The

Accounts maintained hereunder represent the Participants' interests in the Plan and Trust and are intended as

bookkeeping records to assist the Administrator in the administration of the Plan.

6.2 Adjustments to Accounts.

a. Accounting Date Adjustments. As of each Accounting Date, the Trustee shall: 34. First, charge to the proper Accounts all payments or distributions made from the Accounts since the immediately

preceding Accounting Date. 35. Second, adjust the Account Balances upward or downward, on a proportional basis, according to the net gain or loss

of the Trust assets from investments (as reflected by interest payments, dividends, realized and unrealized gains

and losses on securities and other investment transactions), so that the aggregate Account Balances equal the fair

market

value (as determined by the Trustee, but excluding all unpaid items of income or expense) of the Trust assets on such Accounting Date.

3. Third, allocate and credit all Contributions in accordance with Articles IV and V and any applicable supplement.

b. Timing of Adjustments. Every adjustment made pursuant to this Section 6.2 shall be considered as having been made as of the Accounting Date regardless of the dates of actual receipt of Contributions or payment of distributions by the Trustee during the period ending on the Accounting Date. Notwithstanding the foregoing, the Trustee may adopt, or the Administrator may direct the Trustee to adopt, any reasonable, consistent, and nondiscriminatory method of accounting for the receipt of Contributions and payment of distributions. The Trustee's determination as to the value of the assets of the Trust and the charges or credits to the Accounts of the Participants shall be conclusive and binding on all persons.

6.3 Separate Fund Accounting.

a. Manner of Accounting. To the extent the Trust is divided into separate funds and alternative investment arrangements (collectively, "funds"), including those established pursuant to Section 6.4, the undivided interest of each Participant's Account in each such fund shall be determined under the principles set forth in Section 6.2 but in accordance with the accounting procedures specified in the trust agreement, investment management agreement, insurance contract, custodian agreement or other document under which such fund is maintained. To the extent not inconsistent with such procedures, the following rules shall apply: 36. Amounts deposited in a fund shall be deposited by means of a transfer of such amounts to such fund from another

fund as required. 37. Amounts required to be transferred from a fund to satisfy benefit payments shall be transferred from such

investment funds as soon as practicable following receipt by the trustee or investment manager of proper

instructions to complete such transfers. 38. Except as provided in the applicable fund document, all amounts deposited in a fund shall be invested as soon as

practical following receipt of such deposit. Notwithstanding the primary purpose or investment policy of a fund,

assets of any fund which are not invested in the manner required by the fund document shall be invested in such

short term instruments or funds as the Trustee or investment manager shall determine pending investment in

accordance with such investment policy.

a. Separate Participant Accounts. Notwithstanding the foregoing, if any portion of the Trust is invested in a fund that permits each Participant's interest in the fund to be accounted for as a separate account, all Contributions, distributions, and earnings shall be accounted for as they are actually received, disbursed, or earned.

31

6.4 Participant-Directed Accounts. bg. General. Each Participant and Beneficiary shall direct the Trustee regarding the investment of his Account

from among various investment funds and other alternative arrangements that are designated from time to time by the

Benefit Funds Committee. The investment alternatives made available under the Plan shall include the Company Shares

Fund described in Section 6.4(c) hereof and the SDBA described in Section 6.4(d) hereof. A Participant's direction

of the investment of his Account shall remain the same until changed by such Participant pursuant to this Section

6.4. A Participant may change his investment election in accordance with administrative practices and procedures

established by the Administrator, or its duly authorized designee, in its sole discretion. The Plan is intended to

constitute a plan described in ERISA Section 404(c) and the regulations promulgated thereunder. Unless the

direction of a Participant is contrary to ERISA or the Plan, would jeopardize the Plan's tax-qualified status under

the Code, could result in a loss in excess of the Participant's Account, or the Administrator or its duly

authorized designee determines that such investment direction would be administratively infeasible and so notifies

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February 18, 2021 15:01 ET (20:01 GMT)