SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant þ Filed by a Party other than the Registrant ¨
Check the appropriate box:
Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material under §240.14a-12
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
No fee required.
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
Title of each class of securities to which transaction applies:
Aggregate number of securities to which transaction applies:
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
Proposed maximum aggregate value of transaction:
Total fee paid:
Fee paid previously with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
Amount Previously Paid:
Form, Schedule or Registration Statement No.:
Dear Fellow Stockholders,
This supplement provides updated information with respect to the 2018 Annual Meeting of Stockholders of Freeport-McMoRan Inc. (the Annual Meeting) to be held on June 5, 2018.
It is with deep sadness that we inform you that Jon C. Madonna, a member of our Board of Directors since 2007, died on May 30, 2018 following a brief illness. Mr. Madonna served as Chairman of the Audit Committee and was a member of the Compensation Committee and the Nominating and Corporate Governance Committee. Our Board of Directors and management team wish to express their appreciation for Mr. Madonna’s service, advice and contributions to the company and its stockholders for over ten years.
In light of his death, Mr. Madonna, who was named as a nominee for re-election as a director in the proxy statement for the Annual Meeting sent or made available to our stockholders on or about April 24, 2018 (the Proxy Statement), is removed as a nominee. While pursuant to the procedures outlined in the Proxy Statement, the Board of Directors may nominate a substitute candidate for election, the Board does not anticipate selecting a replacement nominee prior to the Annual Meeting.
Any votes cast for Mr. Madonna will be disregarded and not be counted. It is not necessary for you to re-vote your shares if you have already voted or obtain a new proxy card if you have not yet voted. Any stockholder of record who may desire to re-vote or change a previously executed proxy may do so by following the procedures set forth in the Proxy Statement.
/s/ Gerald J. Ford
GERALD J. FORD
Non-Executive Chairman of the Board
June 1, 2018