Freeport-McMoRan Inc.

02/11/2026 | Press release | Distributed by Public on 02/11/2026 16:46

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB Number: 3235-0287
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(Print or Type Responses)
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)
Chairman of the Board
(Last) (First) (Middle)
4340 E. COTTON CENTER BLVD., SUITE 110
3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026
(Street)
PHOENIX, AZ 85040
4. If Amendment, Date 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
(City) (State) (Zip)
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 02/09/2026 A(1) 27,500 A $ 0 3,604,190 D
Common Stock 02/09/2026 A(2) 248,125 A $ 0 3,852,315 D
Common Stock 02/09/2026 F(3) 95,165 D $60.67 3,757,150 D
Common Stock 02/10/2026 S(4) 248,031 D $62.795 3,509,119 D
Common Stock 02/11/2026 S 132,824 D $64.568(5) 3,376,295 D
Common Stock 02/11/2026 S 20,136 D $65.2087(6) 3,356,159(7) D
Common Stock 192,330 I By IRA
Common Stock 1,643,102 I Through GRATs
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)
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 Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ADKERSON RICHARD C
4340 E. COTTON CENTER BLVD.
SUITE 110
PHOENIX, AZ 85040
X Chairman of the Board

Signatures

Kelly C. Simoneaux, on behalf of Richard C. Adkerson, pursuant to a power of attorney 02/11/2026
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Represents a grant of Common Stock Restricted Stock Units ("RSUs").
(2) Shares acquired through the vesting of performance share units ("PSUs") granted on February 7, 2023.
(3) Shares withheld to cover the taxes due upon the vesting of PSUs.
(4) Represents a private transaction pursuant to which the Reporting Person transferred shares of the Issuer's common stock and other assets to a family trust in exchange for other property. The Reporting Person is not a trustee or beneficiary of the family trust, and he disclaims any ownership interest in the shares held by the trust. For purposes of the exchange, the shares were valued based on the high and low average of the market price on the day of the transaction.
(5) The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $64.1700 - $65.1300. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
(6) The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $65.1800 - $65.3300. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding the number of shares sold at each separate price.
(7) Amount beneficially owned includes 1,160,333 RSUs, 1,000,000 of which are vested but deferred.

Remarks:
In addition to the awards reported herein, on February 9, 2026, 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, 2028.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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