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FREEPORT-MCMORAN INC 4

Accession 0001181431-14-035597

$FCXCIK 0000831259operating
View on SEC.govCompany Profile

Filed

Nov 4, 7:00 PM ET

Accepted

Nov 5, 5:32 PM ET

Size

30.3 KB

Accession

0001181431-14-035597

Insider Transaction Report

Form 4
Period: 2014-11-03
FREEPORT-MCMORAN INCFCX
MOFFETT JAMES R
DirectorChairman of the Board
Transactions
  • Exercise/Conversion

    Common Stock

    2014-11-03$12.29/sh+250,000$3,073,750→ 656,998 total
  • Exercise/Conversion

    Common Stock

    2014-11-03$11.93/sh+135,000$1,610,550→ 791,998 total
  • Exercise/Conversion

    Common Stock

    2014-11-03$11.93/sh+108,000$1,288,440→ 899,998 total
  • Other

    Common Stock

    2014-11-03−160,088→ 406,998 total
  • Sale

    Common Stock

    2014-11-03$27.79/sh−161,000$4,474,190→ 3,100,825 total(indirect: By LLC)
  • OtherSwap

    Common Stock

    2014-11-03−1,122,750→ 1,978,075 total(indirect: By LLC)
  • OtherSwap

    Forward Sale Contract (obligation to sell)

    2014-11-03−1→ 0 total(indirect: By LLC)
    → Common Stock (300,000 underlying)
  • Tax Payment

    Common Stock

    2014-11-03$27.79/sh−332,912$9,251,624→ 567,086 total
  • Other

    Common Stock

    2014-11-03+160,088→ 3,261,825 total(indirect: By LLC)
  • Exercise/Conversion

    Options (right to buy)

    2014-11-03−250,000→ 0 total
    Exercise: $12.29From: 2010-02-02Exp: 2019-02-02→ Common Stck (250,000 underlying)
  • Exercise/Conversion

    Options (right to buy)

    2014-11-03−108,000→ 0 total
    Exercise: $11.93From: 2010-02-02Exp: 2019-02-02→ Common Stock (108,000 underlying)
  • Exercise/Conversion

    Options (right to buy)

    2014-11-03−135,000→ 0 total
    Exercise: $11.93From: 2009-02-02Exp: 2019-02-02→ Common Stock (135,000 underlying)
  • OtherSwap

    Forward Sale Contract (obligation to sell)

    2014-11-03−1→ 0 total(indirect: By LLC)
    → Common Stock (1,500,000 underlying)
Holdings

  • Common Stock

    (indirect: By 401(k))
    60,837

  • Common Stock

    (indirect: By Spouse)
    7,552
Footnotes (10)
  • [F1]Shares delivered and withheld in payment of exercise price of options and resulting taxes.
  • [F10]25% exercisable on the date indicated and 25% exercisable on each of the next three anniversaries thereof.
  • [F2]These shares were transferred to Moffett Holdings, L.L.C. (the "LLC") and are now reported as indirectly held by the Reporting Person.
  • [F3]Represents performance-based restricted stock units.
  • [F4]On November 3, 2014, the LLC settled a prepaid forward sale contract that was entered into on May 28, 2009 with a securities broker. The contract obligated the LLC to sell up to 1,500,000 shares of Common Stock to the securities broker on November 3, 2014, the maturity date. In exchange for assuming this obligation, the LLC received a cash payment of $25,752,938 as of the date of entering the contract. The contract provided that the number of shares to be delivered at maturity would be determined as follows: (a) if the closing sale prices of a share of Common Stock on the maturity date is less than or equal to $20.801, the LLC will deliver to the buyer 1,500,000 shares; (continued in footnote 5)
  • [F5](b) if the closing sale price is greater than $20.801 and less than $46.46425, the LLC will deliver to the buyer a number of shares of Common Stock equal to 1,500,000 shares multiplied by the following fraction: $20.801 divided by the closing sale price on the maturity date; and (c) if the closing price of a share of Common Stock is greater than $46.46425, the LLC will deliver to the buyer a number of shares of Common Stock equal to 1,500,000 multiplied by the following fraction: 1 minus (25.66325 divided by the closing price on the maturity date). On November 3, 2014, the maturity date, the closing sale price was $27.79. Accordingly, the LLC transferred to the buyer 1,122,750 shares in accordance with the terms of the contract (share numbers and prices have been adjusted to reflect the stock split which occurred on Februrary 1, 2011).
  • [F6]On November 3, 2014, the LLC settled a postpaid forward sale contract that was entered into on May 28, 2009 with a securities broker. The contract obligated the LLC to sell 300,000 shares of Common Stock to the securities broker on November 3, 2014, the maturity date, with the sale price to be determined and paid on the maturity date as follows: (a) if the closing sale price of a share of Common Stock on the maturity date is less than or equal to $20.801, the sale price would be $20.801 per share; (b) if the closing price of a share of Common Stock on the maturity date is greater than or equal to $46.46425, the sale price would be $46.46425 per share; (continued in footnote 7)
  • [F7](c) if the closing price of a share of Common Stock on the maturity date is greater than $20.861 and less than $46.46425, the per share sales price would be the closing sale price on the maturity date (share numbers and prices have been adjusted to reflect the stock split which occurred on Februrary 1, 2011). On November 3, 2014, the maturity date, the closing sale price was $27.79, and the contract was cash-settled with no net payments to either party.
  • [F8]The Reporting Person disclaims beneficial ownership of these shares.
  • [F9]Based on plan statement as of December 31, 2013.

Documents

1 file

Issuer

FREEPORT-MCMORAN INC

CIK 0000831259

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000831259

Filing Metadata

Form type
4
Filed
Nov 4, 7:00 PM ET
Accepted
Nov 5, 5:32 PM ET
Size
30.3 KB
View on SEC.gov