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*
ADKERSON RICHARD C

(Last) (First) (Middle)
333 NORTH CENTRAL AVENUE

(Street)
PHOENIX AZ 85004

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FREEPORT-MCMORAN INC [ FCX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Board & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2021
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 02/01/2021 G(1) V 72,042 D $0.00 490,499 I Through GRATS
Common Stock 02/02/2021 A(2) 53,000 A $0.00 3,209,353 D
Common Stock 02/02/2021 A(3) 247,080 A $0.00 3,456,433 D
Common Stock 02/02/2021 F(4) 91,910 D $28.23 3,364,523(5) D
Common Stock 192,330 I By IRA
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
Options (Right to Buy) $28.14 02/02/2021 A 112,000 02/02/2022(6) 02/02/2031 Common Stock 112,000 $0.00 112,000 D
Explanation of Responses:
1. Upon expiration of a GRAT established by the Reporting Person, 72,042 shares were transferred to the remaindermen of the trust.
2. Represents a grant of time-vested Common Stock Restricted Stock Units ("RSUs").
3. Shares acquired through the vesting of performance share units ("PSUs") granted on February 6, 2018.
4. Shares withheld to cover the taxes due upon the vesting of PSUs.
5. Amount beneficially owned includes 1,328,500 RSUs, 1,000,000 of which are vested but deferred.
6. 33.3% exercisable on the date indicated and on each of the next two anniversaries thereof.
Remarks:
In addition to the awards reported herein, on February 2, 2021, the Reporting Person also received a grant of PSUs, which will be reflected on a Form 4 if and when such units vest. Vesting of the PSUs will be determined by the Issuer's average return on investment and relative TSR over the three-year performance period ending December 31, 2023. Since the date of Mr. Adkerson's last Form 4 reporting holdings in Table 1, 58,260 shares of the Issuer's Common Stock previously reported as indirectly held in a GRAT are now reported as directly held.
Kelly C. Simoneaux, on behalf of Richard C. Adkerson pursuant to a power of attorney 02/04/2021
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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