FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ADKERSON RICHARD C
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)
Vice Chairman, President & CEO
(Last)          (First)          (Middle)

333 NORTH CENTRAL AVENUE
3. Date of Earliest Transaction (MM/DD/YYYY)

2/5/2019
(Street)

PHOENIX, AZ 85004
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   2/5/2019     A (1)    168000   A $0.00   2067279   D    
Common Stock   2/5/2019     A (2)    64000   A $0.00   2131279   D    
Common Stock   2/5/2019     A (3)    552000   A $0.00   2683279   D    
Common Stock   2/5/2019     F (4)    257716   D $11.86   2425563   (5) D    
Common Stock                  600000   I   Through GRATs  
Common Stock                  20330   I   By IRA  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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)   $11.87   2/5/2019     A      395000       2/5/2020   (6) 2/5/2029   Common Stock   395000   $0.00   395000   D    

Explanation of Responses:
(1)  Represents a grant of time-vested Common Stock Restricted Stock Units.
(2)  Shares acquired through vesting of performance-based restricted stock units granted on February 7, 2017.
(3)  Shares acquired through vesting of performance share units (PSUs) granted on March 30, 2016.
(4)  Shares withheld to cover the taxes due upon the vesting of 64,000 performance-based restricted stock units and 552,000 PSUs.
(5)  Amount beneficially owned following the reported transactions includes 1,402,500 Common Stock Restricted Stock Units, 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 5, 2019, 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, 2021. Since the date of Mr. Adkerson's last Form 4 reporting holdings in Table 1, an additional 250,000 shares of the Issuer's Common Stock previously reported as directly held have been contributed to a GRAT and are now reported as indirectly held.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ADKERSON RICHARD C
333 NORTH CENTRAL AVENUE
PHOENIX, AZ 85004
X
Vice Chairman, President & CEO

Signatures
Kelly C. Simoneaux, on behalf of Richard C. Adkerson pursuant to a power of attorney 2/7/2019
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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