FCX CEO reports tax-withheld share disposition

FREEPORT-MCMORAN INC President & CEO Kathleen L. Quirk reported a tax-related share disposition.

Rhea-AI Filing Summary

FREEPORT-MCMORAN INC President & CEO Kathleen L. Quirk reported a tax-related share disposition. On the Form 4 date, 28,244 shares of common stock were withheld at $62.84 per share to cover taxes due on the vesting of 71,500 restricted stock units (RSUs).

After this withholding, Quirk beneficially owned 2,251,243 shares of common stock, which includes 123,666 RSUs. This transaction reflects tax withholding upon equity compensation vesting rather than an open-market sale.

Insider Trade Summary

Exercise Price or Tax Liability: 28,244 shares

Exercise Price or Tax Liability 1 txn

Insider QUIRK KATHLEEN L

Role President & CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	28,244	$62.84	$1.77M

Holdings After Transaction: Common Stock — 2,251,243 shares (Direct)

Footnotes (2)

1. F1. Shares withheld to cover the taxes due upon the vesting of 71,500 Common Stock Restricted Stock Units ("RSUs").
2. F2. Amount beneficially owned includes 123,666 RSUs.

FAQ

What did FCX President & CEO Kathleen Quirk report in this Form 4?

Kathleen Quirk reported a tax-withholding disposition of shares. Specifically, 28,244 Freeport-McMoRan common shares were withheld to cover taxes due when 71,500 restricted stock units vested, reflecting routine equity compensation tax treatment rather than an open-market sale.

How many FCX shares were withheld for taxes in the reported transaction?

28,244 Freeport-McMoRan common shares were withheld for taxes. The shares were valued at $62.84 per share, and the withholding occurred in connection with the vesting of 71,500 restricted stock units granted to President & CEO Kathleen Quirk.

Did Kathleen Quirk sell FCX shares on the open market in this filing?

No, the filing shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to satisfy tax obligations when restricted stock units vested, a common administrative transaction for equity compensation plans.

How many FCX shares does Kathleen Quirk beneficially own after this transaction?

After the transaction, Kathleen Quirk beneficially owns 2,251,243 Freeport-McMoRan shares. This total includes 123,666 restricted stock units, as disclosed in the footnotes accompanying the Form 4 insider trading report.

What triggered the tax-withholding share disposition reported by FCX’s CEO?

The disposition was triggered by the vesting of 71,500 restricted stock units. When these FCX RSUs vested, 28,244 common shares were withheld to cover associated tax liabilities, as described in the Form 4 footnotes.

How is the RSU position of FCX’s CEO reflected after this Form 4?

The filing notes that Kathleen Quirk’s beneficial ownership includes 123,666 restricted stock units. These RSUs are part of her overall equity holdings in Freeport-McMoRan following the reported tax-withholding transaction.

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Accepted by SEC EDGAR 02/18/2026 - 05:44 PM 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^*

QUIRK KATHLEEN L

(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)
	President & CEO

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)		28,244	D	$62.84	2,251,243(2)	D

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 71,500 Common Stock Restricted Stock Units ("RSUs").

2. Amount beneficially owned includes 123,666 RSUs.

Remarks:

	Kelly C. Simoneaux, on behalf of Kathleen L. Quirk 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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