SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DOUGLAS MARK

(Last) (First) (Middle)
FMC CORPORATION
2929 WALNUT STREET

(Street)
PHILADELPHIA PA 19104

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FMC CORP [ FMC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/18/2020
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/18/2020 S 19,150 D $109.41(1) 40,928 D
Common Stock 08/18/2020 M 1,651 A $51.48 42,579 D
Common Stock 08/18/2020 S 1,651 D $109.4(2) 40,928 D
Common Stock 08/18/2020 M 13,601 A $54.89 54,529 D
Common Stock 08/18/2020 S 13,601 D $109.4(3) 40,928 D
Common Stock 08/18/2020 M 18,078 A $49.89 59,006 D
Common Stock 08/18/2020 S 18,078 D $109.4(4) 40,928 D
Common Stock 645 I By Son
Common Stock 30,474.29 I Thrift Plan(5)
Common Stock 310 I By Daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $51.48 08/18/2020 M 1,651(6) 02/18/2016 02/18/2023 Common Stock 1,651(6) $0 0 D
Stock Option (Right to Buy) $54.89 08/18/2020 M 13,601(6) 02/27/2018 02/27/2025 Common Stock 13,601(6) $0 0 D
Stock Option (Right to Buy) $49.89 08/18/2020 M 18,078(6) 02/27/2020 02/27/2027 Common Stock 18,078(6) $0 0 D
Explanation of Responses:
1. Represents the weighted average sale price for price increments from $109.04 to $109.85. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
2. Represents the weighted average sale price for price increments from $109.05 to $109.72. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
3. Represents the weighted average sale price for price increments from $109.04 to $109.85. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
4. Represents the weighted average sale price for price increments from $109.04 to $109.85. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
5. Based on plan statement as of August 18, 2020.
6. Reflects the adjustment of the number of shares of FMC Common Stock purchasable pursuant to the specified stock option, and the exercise price of such stock option, in connection with the the prorata spinoff distribution by FMC of all of its shares of common stock, par value $0.001 per share, of Livent Corporation ("Livent") to the holders of record of FMC Common Stock on February 25, 2019, in accordance with the terms of the Amended and Restated Employee Matters Agreement, dated as of February 4, 2019, by and between FMC and Livent and the anti-dilution adjustment provisions under the FMC Corporation Incentive Compensation and Stock Plan.
/s/ Michael F. Reilly, as attorney in fact for Mark A. Douglas 08/20/2020
** 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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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