FCX chair reports tax-withholding share disposition

FREEPORT-MCMORAN INC Chairman Richard C. Adkerson reported a tax-related share disposition.

Rhea-AI Filing Summary

FREEPORT-MCMORAN INC Chairman Richard C. Adkerson reported a tax-related share disposition. On February 15, 2026, 25,469 shares of common stock were withheld at $62.84 per share to cover taxes due on the vesting of 68,833 Restricted Stock Units (RSUs).

After this tax-withholding disposition, Adkerson directly owned 3,330,690 common shares. He also reported indirect holdings of 192,330 shares through an IRA and 1,643,102 shares through GRATs, along with 1,091,500 RSUs counted in his beneficial ownership.

Insider Trade Summary

Exercise Price or Tax Liability: 25,469 shares

Exercise Price or Tax Liability 3 txns

Insider ADKERSON RICHARD C

Role Chairman of the Board

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	25,469	$62.84	$1.60M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 3,330,690 shares (Direct); Common Stock — 192,330 shares (Indirect, By IRA); Common Stock — 1,643,102 shares (Indirect, Through GRATs)

Footnotes (2)

1. F1. Shares withheld to cover the taxes due upon the vesting of 68,833 Common Stock Restricted Stock Units ("RSUs").
2. F2. Amount beneficially owned includes 1,091,500 RSUs, 1,000,000 of which are vested but deferred.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did FCX Chairman Richard C. Adkerson report?

Richard C. Adkerson reported a tax-withholding disposition of common stock. On February 15, 2026, 25,469 FCX shares were withheld at $62.84 per share to cover taxes due on the vesting of 68,833 restricted stock units (RSUs) granted to him.

Was the FCX insider transaction an open-market sale of shares?

The reported FCX transaction was not an open-market sale. It was a tax-withholding disposition, where 25,469 shares were withheld to satisfy tax obligations triggered by the vesting of 68,833 RSUs awarded to Chairman Richard C. Adkerson.

How many FCX shares does Richard C. Adkerson own after this transaction?

After the transaction, Adkerson directly owned 3,330,690 FCX common shares. He also reported indirect ownership of 192,330 shares through an IRA and 1,643,102 shares through GRATs, plus 1,091,500 RSUs included in his beneficial ownership total.

What role did RSUs play in Richard C. Adkerson’s FCX Form 4 filing?

RSUs were central to this filing. The tax-withholding disposition covered taxes on 68,833 RSUs vesting, and a footnote states Adkerson’s beneficial ownership includes 1,091,500 RSUs, of which 1,000,000 are vested but deferred for delivery.

What indirect FCX shareholdings does Richard C. Adkerson report?

Adkerson reports two categories of indirect FCX holdings. One is 192,330 common shares held through an IRA. The other is 1,643,102 common shares held through GRATs, both reported as indirect ownership in addition to his substantial direct share position.

How is the FCX insider tax-withholding price reported in the filing?

The tax-withholding disposition used a price of $62.84 per FCX share. This price applied to the 25,469 common shares withheld to satisfy tax obligations associated with the vesting of 68,833 restricted stock units granted to Richard C. Adkerson.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/18/2026 - 05:44 PM EST Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

ADKERSON RICHARD C

(Last) (First) (Middle)

4340 E. COTTON CENTER BLVD.

SUITE 110

(Street)

PHOENIX AZ 85040

(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

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		F(1)		25,469	D	$62.84	3,330,690(2)	D
Common Stock								192,330	I	By IRA
Common Stock								1,643,102	I	Through GRATs

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

Explanation of Responses:

1. Shares withheld to cover the taxes due upon the vesting of 68,833 Common Stock Restricted Stock Units ("RSUs").

2. Amount beneficially owned includes 1,091,500 RSUs, 1,000,000 of which are vested but deferred.

Remarks:

	Kelly C. Simoneaux, on behalf of Richard C. Adkerson, pursuant to a power of attorney	02/18/2026
	** 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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