ADKERSON RICHARD C 4

What Happened

• Richard C. Adkerson, Chairman of the Board of Freeport-McMoRan (FCX), had 25,469 shares disposed on Feb 15, 2026 to cover tax withholding related to RSU vesting. The shares were reported at $62.84 each for a total value of $1,600,472.
• This was a tax-withholding disposition (not an open-market sale): shares were surrendered/withheld to satisfy tax obligations upon vesting of restricted stock units (RSUs).

Key Details

• Transaction date: 2026-02-15; Report filed: 2026-02-18 (filed within the normal two-business-day window).
• Price: $62.84 per share; Total value reported: $1,600,472.
• Reason/code: F — shares withheld to cover taxes due on RSU vesting (cashless/tax withholding action).
• Footnotes: F1 — 25,469 shares were withheld to cover taxes on 68,833 RSUs that vested. F2 — the filing reports beneficial ownership includes 1,091,500 RSUs, of which 1,000,000 are vested but deferred.
• Filing timeliness: Report filed Feb 18 for a Feb 15 transaction; this is within the usual two-business-day reporting window (Feb 16 was a federal holiday).

Context

• Tax-withholding disposals are routine administrative actions when equity awards vest; they do not necessarily signal a change in the insider’s view of the company. This was not an open-market sale by the insider but a company withholding shares to satisfy tax withholding obligations.