FREEPORT-MCMORAN INC 10-K/A

fcx-20211231 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-11307-01 Freeport-McMoRan Inc. (Exact name of registrant as specified in its charter) Delaware 74-2480931 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 333 North Central Avenue Phoenix Arizona 85004-2189 (Address of principal executive offices) (Zip Code) (602) 366-8100 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.10 per share FCX The New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act ☑ Yes ☐ No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☑ No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☑ Yes ☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑ Yes ☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ☑ No The aggregate market value of common stock held by non-affiliates of the registrant was $ 48.6 billion on June 30, 2021. Common stock issued and outstanding was 1,454,781,055 shares on January 31, 2022. Auditor Firm PCAOB ID No.: 42 Auditor Name: Ernst & Young LLP Auditor Location: Phoenix, Arizona DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s proxy statement for its 2022 annual meeting of stockholders are incorporated by reference into Part III of this report. EXPLANATORY NOTE Freeport-McMoRan Inc. (FCX) is filing this Amendment No. 1 (this Amendment) to its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, previously filed with the Securities and Exchange Commission (SEC) on February 15, 2022 (the Original Filing), for the sole purpose of filing corrected versions of Exhibits 96.2 and 96.3, which inadvertently contained the incorrect versions of Tables 11.3 and 11.4 in Exhibit 96.2 and Figures 3.1 and 15.1 in Exhibit 96.3. Accordingly, Exhibits 96.2 and 96.3 to this Amendment supersede and replace in their entirety Exhibits 96.2 and 96.3 to the Original Filing. Pursuant to Rule 12b-15 under the Securities and Exchange Act of 1934, as amended, this Amendment also includes as exhibits the certifications by FCX’s principal executive officer and principal financial officer required in accordance with Rule 13a-14(a); however, paragraphs 3, 4 and 5 of the certifications have been omitted because this Amendment does not contain any financial statements nor does it contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K. Except as described above, this Amendment does not amend, update or change any other items or disclosures contained in the Original Filing. This Amendment does not reflect or purport to reflect any information or events occurring after the date of the Original Filing nor does it modify or update the disclosures contained in the Original Filing that may be affected by subsequent events. Accordingly, this Amendment should be read in conjunction with the Original Filing and FCX’s other filings made with the SEC subsequent to the filing of the Original Filing. PART IV Item 15. Exhibits, Financial Statement Schedules. (a)(1). Financial Statements. The consolidated statements of operations, comprehensive income (loss), cash flows and equity, and the consolidated balance sheets are included as part of Item 8. “Financial Statements and Supplementary Data.” (a)(2). Financial Statement Schedules. The following financial statement schedule is presented below. Schedule II - Valuation and Qualifying Accounts Schedules other than the one above have been omitted since they are either not required, not applicable or the required information is included in the financial statements or notes thereto. 2 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Freeport-McMoRan Inc. We have audited the consolidated financial statements of Freeport-McMoRan Inc. (the Company) as of December 31, 2021 and 2020, for each of the three years in the period ended December 31, 2021, and have issued our report thereon dated February 15, 2022 included elsewhere in this Form 10-K. Our audits of the consolidated financial statements included the financial statement schedule listed in Item 15 (a)(2) of this Form 10-K (the “schedule”). This schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s schedule based on our audits. In our opinion, the schedule presents fairly, in all material respects, the information set forth therein when considered in conjunction with the consolidated financial statements. /s/ Ernst & Young LLP Phoenix, Arizona February 15, 2022 SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (In millions) Additions (Deductions) Balance at Charged to Charged to Other Balance at Beginning of Costs and Other (Deductions) End of Year Expense Accounts Additions Year Reserves and allowances deducted from asset accounts: Valuation allowance for deferred tax assets Year Ended December 31, 2021 $ 4,732 $ ( 596 ) a $ ( 49 ) b $ — $ 4,087 Year Ended December 31, 2020 4,576 200 c ( 16 ) b ( 28 ) d 4,732 Year Ended December 31, 2019 4,507 50 e 19 b — 4,576 Reserves for non-income taxes: Year Ended December 31, 2021 $ 82 $ 18 $ — $ ( 41 ) f $ 59 Year Ended December 31, 2020 58 21 ( 1 ) 4 f 82 Year Ended December 31, 2019 62 — — ( 4 ) f 58 a. Primarily relates to a $ 219 million decrease associated with U.S. federal net operating losses (NOLs) utilized during 2021, a $ 105 million decrease related to expiration of U.S. foreign tax credits, and a $ 228 million decrease associated with PT Rio Tinto NOLs resulting from positive evidence supporting future taxable income against which NOLs can be used. b. Relates to a valuation allowance for tax benefits primarily associated with actuarial (gains) losses for U.S. defined benefit plans included in other comprehensive income (loss). c. Primarily relates to a $ 250 million increase in U.S. federal NOL carryforwards, partly offset by a $ 75 million decrease in U.S. foreign tax credits associated with expirations, and a $ 11 million decrease in U.S. deferred tax assets for which no benefit is expected to be realized. d. Relates to sale of interest in Kisanfu. e. Primarily relates to a $ 208 million increase in U.S. federal deferred tax assets for which no benefit is expected to be realized, partly offset by a $ 98 million decrease in U.S. foreign tax credits associated with expirations and prior-year adjustments, and a $ 44 million decrease in U.S. federal and state NOL carryforwards f. Represents amounts paid or adjustments to reserves based on revised estimates. 3 (a)(3). Exhibits. Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 2.1 Agreement and Plan of Merger dated as of November 18, 2006, by and among FCX, Phelps Dodge Corporation and Panther Acquisition Corporation. 8-K 001-11307-01 11/20/2006 2.2 Stock Purchase Agreement, dated as of October 6, 2014, among LMC Candelaria SpA, LMC Ojos del Salado SpA and Freeport Minerals Corporation. 10-Q 001-11307-01 11/7/2014 2.3 Purchase Agreement dated February 15, 2016, between Sumitomo Metal Mining America Inc., Sumitomo Metal Mining Co., Ltd., Freeport-McMoRan Morenci Inc., Freeport Minerals Corporation, and FCX. 8-K 001-11307-01 2/16/2016 2.4 Stock Purchase Agreement dated May 9, 2016, among CMOC Limited, China Molybdenum Co., Ltd., Phelps Dodge Katanga Corporation and FCX. 8-K 001-11307-01 5/9/2016 2.5 Purchase and Sale Agreement dated September 12, 2016, between Freeport-McMoRan Oil & Gas LLC, Freeport-McMoRan Exploration & Production LLC, Plains Offshore Operations Inc. and Anadarko US Offshore LLC. 10-Q 001-11307-01 11/9/2016 2.6+ PT-FI Divestment Agreement dated as of September 27, 2018 among FCX, International Support LLC, PT Freeport Indonesia, PT Indocopper Investama (subsequently renamed PT Indonesia Papua Metal Dan Mineral) and PT Indonesia Asahan Aluminium (Persero). 10-Q 001-11307-01 11/9/2018 2.7 Supplemental and Amendment Agreement to the PT-FI Divestment Agreement, dated December 21, 2018, among FCX, PT Freeport Indonesia, PT Indonesia Papua Metal Dan Mineral (f/k/a PT Indocopper Investama), PT Indonesia Asahan Aluminium (Persero) and International Support LLC. 10-K 001-11307-01 2/15/2019 3.1 Amended and Restated Certificate of Incorporation of FCX, effective as of June 8, 2016. 8-K 001-11307-01 6/9/2016 3.2 Amended and Restated By-Laws of FCX, effective as of June 3, 2020. 8-K 001-11307-01 6/3/2020 4.1 Description of Common Stock of Freeport-McMoRan Inc. 10-K 001-11307-01 2/16/2021 4.2 Indenture dated as of February 13, 2012, between FCX and U.S. Bank National Association, as Trustee (relating to the 4.55% Senior Notes due 2024 and the 5.40% Senior Notes due 2034). 8-K 001-11307-01 2/13/2012 4.3 Fourth Supplemental Indenture dated as of May 31, 2013, between FCX and U.S. Bank National Association, as Trustee (relating to the 4.55% Senior Notes due 2024 and the 5.40% Senior Notes due 2034). 8-K 001-11307-01 6/3/2013 4.4 Seventh Supplemental Indenture dated as of November 14, 2014 between FCX and U.S. Bank National Association, as Trustee (relating to the 4.55% Senior Notes due 2024). 8-K 001-11307-01 11/14/2014 4.5 Eighth Supplemental Indenture dated as of November 14, 2014 between FCX and U.S. Bank National Association, as Trustee (relating to the 5.40% Senior Notes due 2034). 8-K 001-11307-01 11/14/2014 4 Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 4.6 Indenture dated as of March 7, 2013, between FCX and U.S. Bank National Association, as Trustee (relating to the 3.875% Senior Notes due 2023 and the 5.450% Senior Notes due 2043). 8-K 001-11307-01 3/7/2013 4.7 Supplemental Indenture dated as of May 31, 2013, between FCX and U.S. Bank National Association, as Trustee (relating to the 3.875% Senior Notes due 2023 and the 5.450% Senior Notes due 2043). 8-K 001-11307-01 6/3/2013 4.8 Form of Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and The Chase Manhattan Bank, as Trustee (relating to the 7.125% Senior Notes due 2027, the 9.50% Senior Notes due 2031 and the 6.125% Senior Notes due 2034). S-3 333-36415 9/25/1997 4.9 Form of 7.125% Debenture due November 1, 2027 of Phelps Dodge Corporation issued on November 5, 1997, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and The Chase Manhattan Bank, as Trustee (relating to the 7.125% Senior Notes due 2027). 8-K 001-00082 11/3/1997 4.10 Form of 9.5% Note due June 1, 2031 of Phelps Dodge Corporation issued on May 30, 2001, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and First Union National Bank, as successor Trustee (relating to the 9.50% Senior Notes due 2031). 8-K 001-00082 5/30/2001 4.11 Form of 6.125% Note due March 15, 2034 of Phelps Dodge Corporation issued on March 4, 2004, pursuant to the Indenture dated as of September 22, 1997, between Phelps Dodge Corporation and First Union National Bank, as successor Trustee (relating to the 6.125% Senior Notes due 2034). 10-K 001-00082 3/7/2005 4.12 Supplemental Indenture dated as of April 4, 2007 to the Indenture dated as of September 22, 1997, among Phelps Dodge Corporation, as Issuer, Freeport-McMoRan Copper & Gold Inc., as Parent Guarantor, and U.S. Bank National Association, as Trustee (relating to the 7.125% Senior Notes due 2027, the 9.50% Senior Notes due 2031 and the 6.125% Senior Notes due 2034). 10-K 001-11307-01 2/26/2016 4.13 Form of Certificate representing shares of common stock, par value $0.10. 8-A/A 001-11307-01 8/10/2015 4.14 Indenture dated as of August 15, 2019, between FCX and U.S. Bank National Association, as Trustee (relating to the 5.00% Senior Notes due 2027, the 4.125% Senior Notes due 2028, the 4.375% Senior Notes due 2028, the 5.25% Senior Notes due 2029, the 4.25% Senior Notes due 2030 and the 4.625% Senior Notes due 2030). 8-K 001-11307-01 8/15/2019 4.15 First Supplemental Indenture dated as of August 15, 2019, between FCX and U.S. Bank National Association, as Trustee (including the form of 5.00% Senior Notes due 2027). 8-K 001-11307-01 8/15/2019 4.16 Second Supplemental Indenture dated as of August 15, 2019, between FCX and U.S. Bank National Association, as Trustee (including the form of 5.25% Senior Notes due 2029). 8-K 001-11307-01 8/15/2019 4.17 Third Supplemental Indenture dated as of March 4, 2020, between FCX and U.S. Bank National Association, as Trustee (including the form of 4.125% Senior Notes due 2028). 8-K 001-11307-01 3/4/2020 5 Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 4.18 Fourth Supplemental Indenture dated as of March 4, 2020, between FCX and U.S. Bank National Association, as Trustee (including the form of 4.25% Senior Notes due 2030). 8-K 001-11307-01 3/4/2020 4.19 Fifth Supplemental Indenture dated as of March 31, 2020, between FCX and U.S. Bank National Association, as Trustee (relating to the 4.125% Senior Notes due 2028 and the 4.25% Senior Notes due 2030). 10-Q 001-11307-01 8/7/2020 4.20 Sixth Supplemental Indenture dated as of July 27, 2020, between FCX and U.S. Bank National Association, as Trustee (including the form of 4.375% Senior Notes due 2028). 8-K 001-11307-01 7/27/2020 4.21 Seventh Supplemental Indenture dated as of July 27, 2020, between FCX and U.S. Bank National Association, as Trustee (including the form of 4.625% Senior Notes due 2030). 8-K 001-11307-01 7/27/2020 10.1 Concentrate Purchase and Sales Agreement dated effective December 11, 1996, between PT Freeport Indonesia and PT Smelting. S-3 333-72760 11/5/2001 10.2 Amendment No. 1, dated as of March 19, 1998, Amendment No. 2 dated as of December 1, 2000, Amendment No. 3 dated as of January 1, 2003, Amendment No. 4 dated as of May 10, 2004, Amendment No. 5 dated as of March 19, 2009, Amendment No. 6 dated as of January 1, 2011, and Amendment No. 7 dated as of October 29, 2012, to the Concentrate Purchase and Sales Agreement dated effective December 11, 1996, between PT Freeport Indonesia and PT Smelting. 10-K 001-11307-01 2/27/2015 10.3 Amendment No. 8 dated as of April 16, 2014 to the Concentrate Purchase and Sales Agreement dated December 11,1996 between PT Freeport Indonesia and PT Smelting. 10-K 001-11307-01 2/20/2018 10.4 Amendment No. 9 dated as of April 10, 2017 to the Concentrate Purchase and Sales Agreement dated December 11,1996 between PT Freeport Indonesia and PT Smelting. 10-K 001-11307-01 2/20/2018 10.5 Shareholders Agreement dated as of December 21, 2018, among FCX, PT Freeport Indonesia, PT Indonesia Papua Metal Dan Mineral and PT Indonesia Asahan Aluminium (Persero). 10-K 001-11307-01 2/15/2019 10.6 PT Freeport Indonesia Special Mining License (IUPK) from the Minister of Energy and Mineral Resources of the Republic of Indonesia (English translation). 10-K 001-11307-01 2/15/2019 10.7 Third Amended and Restated Joint Venture and Shareholders Agreement dated as of December 11, 2003 among PT Freeport Indonesia, Mitsubishi Corporation, Nippon Mining & Metals Company, Limited and PT Smelting, as amended by the First Amendment dated as of September 30, 2005, and the Second Amendment dated as of April 30, 2008. 10-K 001-11307-01 2/27/2015 10.8 Participation Agreement, dated as of March 16, 2005, among Phelps Dodge Corporation, Cyprus Amax Minerals Company, a Delaware corporation, Cyprus Metals Company, a Delaware corporation, Cyprus Climax Metals Company, a Delaware corporation, Sumitomo Corporation, a Japanese corporation, Summit Global Management, B.V., a Dutch corporation, Sumitomo Metal Mining Co., Ltd., a Japanese corporation, Compañia de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta, and Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta. 8-K 001-00082 3/22/2005 6 Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 10.9 Shareholders Agreement, dated as of June 1, 2005, among Phelps Dodge Corporation, Cyprus Climax Metals Company, a Delaware corporation, Sumitomo Corporation, a Japanese corporation, Sumitomo Metal Mining Co., Ltd., a Japanese corporation, Summit Global Management B.V., a Dutch corporation, SMM Cerro Verde Netherlands, B.V., a Dutch corporation, Compañia de Minas Buenaventura S.A.A., a Peruvian sociedad anonima abierta, and Sociedad Minera Cerro Verde S.A.A., a Peruvian sociedad anonima abierta. 8-K 001-00082 6/7/2005 10.10 Revolving Credit Agreement dated as of April 20, 2018, among FCX, PT Freeport Indonesia, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, and each of the lenders and issuing banks party thereto. 8-K 001-11307-0 4/23/2018 10.11 First Amendment dated as of May 2, 2019 to the Revolving Credit Agreement dated as of April 20, 2018, among Freeport-McMoRan Inc., PT Freeport Indonesia, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, and each of the lenders and issuing banks party thereto. 8-K 001-11307-01 5/2/2019 10.12 Second Amendment dated as of November 25, 2019 to the Revolving Credit Agreement dated as of April 20, 2018, as amended by that certain First Amendment dated as of May 2, 2019, among Freeport-McMoRan Inc., PT Freeport Indonesia, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, and each of the lenders and issuing banks party thereto. 8-K 001-11307-01 11/25/2019 10.13 Third Amendment dated as of June 3, 2020 to the Revolving Credit Agreement dated as of April 20, 2018, as amended, among FCX, PT Freeport Indonesia, JPMorgan Chase Bank, N.A., as administrative agent, and each of the lenders and issuing banks party thereto. 8-K 001-11307-01 6/3/2020 10.14 * Letter Agreement dated as of December 19, 2013, by and between FCX and Richard C. Adkerson. 8-K 001-11307-01 12/23/2013 10.15 *† FCX Director Compensation. 10-K 001-11307-01 2/15/2022 10.16 * Amended and Restated Executive Employment Agreement dated effective as of December 2, 2008, between FCX and Kathleen L. Quirk. 10-K 001-11307-01 2/26/2009 10.17 * Amendment to Amended and Restated Executive Employment Agreement dated December 2, 2008, by and between FCX and Kathleen L. Quirk, dated April 27, 2011. 8-K 001-11307-01 4/29/2011 10.18 *† FCX Executive Services Program. 10-K 001-11307-01 2/15/2022 10.19 * FCX Supplemental Executive Retirement Plan, as amended and restated. 8-K 001-11307-01 2/5/2007 10.20 * FCX 1996 Supplemental Executive Capital Accumulation Plan. 10-Q 001-11307-01 5/12/2008 10.21 * FCX 1996 Supplemental Executive Capital Accumulation Plan Amendment One. 10-Q 001-11307-01 5/12/2008 10.22 * FCX 1996 Supplemental Executive Capital Accumulation Plan Amendment Two. 10-K 001-11307-01 2/26/2009 10.23 * FCX 1996 Supplemental Executive Capital Accumulation Plan Amendment Three. 10-K 001-11307-01 2/27/2015 7 Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 10.24 * FCX 1996 Supplemental Executive Capital Accumulation Plan Amendment Four. 10-K 001-11307-01 2/27/2015 10.25 * FCX 2005 Supplemental Executive Capital Accumulation Plan, as amended and restated effective January 1, 2015. 10-K 001-11307-01 2/27/2015 10.26 * FCX 2005 Supplemental Executive Capital Accumulation Plan Amendment One. 10-K 001-11307-01 2/16/2021 10.27 * FCX 2005 Supplemental Executive Capital Accumulation Plan Amendment Two. 10-K 001-11307-01 2/16/2021 10.28 * FCX 2005 Supplemental Executive Capital Accumulation Plan Amendment Three. 10-K 001-11307-01 2/16/2021 10.29 * Freeport Minerals Corporation Supplemental Retirement Plan, as amended and restated. 10-K 001-11307-01 2/15/2019 10.30 * FCX 2003 Stock Incentive Plan, as amended and restated. 10-Q 001-11307-01 5/10/2007 10.31 * FCX 2004 Director Compensation Plan, as amended and restated. 10-Q 001-11307-01 8/6/2010 10.32 * FCX Amended and Restated 2006 Stock Incentive Plan. 10-K 001-11307-01 2/27/2014 10.33 * FCX 2016 Stock Incentive Plan. 8-K 001-11307-01 6/9/2016 10.34 * Form of Notice of Grant of Nonqualified Stock Options and Restricted Stock Units under the 2006 Stock Incentive Plan (for grants made to non-management directors and advisory directors). 8-K 001-11307-01 6/14/2010 10.35 * Form of Nonqualified Stock Options Grant Agreement under the FCX stock incentive plans (effective February 2014). 10-K 001-11307-01 2/27/2014 10.36 * Form of Notice of Grant of Restricted Stock Units (for grants made to non-management directors). 10-K 001-11307-01 2/24/2017 10.37 * Form of Performance Share Unit Agreement (effective February 2018). 10-K 001-11307-01 2/20/2018 10.38 *† Form of Performance Share Unit Agreement (effective February 2021). 10-K 001-11307-01 2/15/2022 10.39 * Form of Nonqualified Stock Options Grant Agreement (effective February 2018). 10-K 001-11307-01 2/20/2018 10.40 * Form of Restricted Stock Unit Agreement (effective February 2018). 10-K 001-11307-01 2/20/2018 10.41 * FCX Annual Incentive Plan (effective January 2019). 10-K 001-11307-01 2/15/2019 10.42 *† FCX Executive Change in Control Severance Plan. 10-K 001-11307-01 2/15/2022 14.1 FCX Principles of Business Conduct. 10-K 001-11307-01 2/14/2020 21.1 † List of Subsidiaries of FCX. 10-K 001-11307-01 2/15/2022 22.1 † List of Subsidiary Guarantors and Subsidiary Issuers of Guaranteed Securities. 10-K 001-11307-01 2/15/2022 23.1 † Consent of Ernst & Young LLP. 10-K 001-11307-01 2/15/2022 23.2 † Consents of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for Cerro Verde Mine. 10-K 001-11307-01 2/15/2022 23.3 † Consents of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for Grasberg Minerals District. 10-K 001-11307-01 2/15/2022 23.4 † Consents of Qualified Persons for Technical Report Summary of Mineral Reserves and Mineral Resources for Morenci Mine. 10-K 001-11307-01 2/15/2022 8 Filed Exhibit with this Incorporated by Reference Number Exhibit Title Form 10-K/A Form File No. Date Filed 24.1 † Certified resolution of the Board of Directors of FCX authorizing this report to be signed on behalf of any officer or director pursuant to a Power of Attorney. 10-K 001-11307-01 2/15/2022 24.2 † Powers of Attorney pursuant to which this report has been signed on behalf of certain officers and directors of FCX. 10-K 001-11307-01 2/15/2022 31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d - 14(a). X 31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d - 14(a). X 31.3 † Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d - 14(a). 10-K 001-11307-01 2/15/2022 31.4 † Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d - 14(a). 10-K 001-11307-01 2/15/2022 32.1 † Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350. 10-K 001-11307-01 2/15/2022 32.2 † Certification of Principal Financial Officer pursuant to 18 U.S.C Section 1350. 10-K 001-11307-01 2/15/2022 95.1 † Mine Safety Disclosure. 10-K 001-11307-01 2/15/2022 96.1 † Technical Report Summary of Mineral Reserves and Mineral Resources for Cerro Verde Mine, effective as of December 31, 2021. 10-K 001-11307-01 2/15/2022 96.2 Technical Report Summary of Mineral Reserves and Mineral Resources for Grasberg Minerals District, effective as of December 31, 2021. X 96.3 Technical Report Summary of Mineral Reserves and Mineral Resources for Morenci Mine, effective as of December 31, 2021. X 101.INS XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. X 101.SCH Inline XBRL Taxonomy Extension Schema. X 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase. X 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase. X 101.LAB Inline XBRL Taxonomy Extension Label Linkbase. X 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase. X 104 The cover page from this Amendment, formatted in Inline XBRL and contained in Exhibit 101. X Note: Certain instruments with respect to long-term debt of FCX have not been filed as exhibits to this Amendment since the total amount of securities authorized under any such instrument does not exceed 10 percent of the total assets of FCX and its subsidiaries on a consolidated basis. FCX agrees to furnish a copy of each such instrument upon request of the Securities and Exchange Commission (SEC). * Indicates management contract or compensatory plan or arrangement. + The registrant agrees to furnish supplementally to the SEC a copy of any omitted schedule or exhibit upon the request of the SEC in accordance with Item 601(b)(2) of Regulation S-K. † Indicates documents previously filed or furnished, as applicable, with our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, originally filed with the SEC on February 15, 2022, which is being amended hereby. 9 SIGNATURES Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 18, 2022. Freeport-McMoRan Inc. By: /s/ Kathleen L. Quirk Kathleen L. Quirk President and Chief Financial Officer S-1