Freeport-McMoRan (FCX) Risk Factor Changes

exceeding our net debt target, capital availability, our financial results, cash requirements, global economic conditions, changes in laws, contractual restrictions and other factors deemed relevant by our Board or ma…

As more fully described in Note 8, during 2021, our Board of Directors (Board) adopted a performance-based payout framework, which currently includes base and variable dividends and a share repurchase program.

In addition, our subsidiaries may not be able to, or be permitted to, make distributions to us or repay loans to us, to enable us to service our indebtedness, pay dividends, or repurchase shares and debt.

In addition, our assets are generally long-lived, and stakeholders’ perceptions and expectations can change over the life of the mine.

In addition, our customers, commodity markets, end users and other third parties may require that we implement certain additional procedures or standards before they will start or continue to do business with us, whic…

Our ability to attract capital could be adversely impacted if institutional investors, investment funds, creditors and other influential investors or investor advocacy groups incorporate more stringent sustainability-…

Stakeholder and other third-party scrutiny related to our sustainability-related practices, commitments, performance and disclosures continues to evolve.

Scrutiny, action and evolving expectations from stakeholders and other third parties with respect to our sustainability-related practices, performance, commitments and disclosures may impact our reputation, increase o…

The physical impacts of changing climate conditions may adversely affect our mining operations, workforce, communities, biodiversity and ecosystems, supply chains and customers, which may result in increased costs.

In certain aspects of our operations, our ability to reduce our GHG emissions is directly dependent on the actions of third parties and technological solutions and innovation, and our ability to make significant, rapi…

In response to changing climate conditions and societal or stakeholder demands for action, we are advancing 2030 GHG emissions reduction targets and a 2050 net zero aspiration, each of which will result in additional…

Existing, proposed and future governmental conventions, laws, rules, regulations, policies and standards as well as existing, proposed and future voluntary disclosure standards and frameworks (both in the U.S.

Our operations require significant energy, much of which is currently from fossil fuel sources and is obtained from third parties under long-term contracts.

In addition, remediation standards imposed by EPA and state environmental agencies have generally become more stringent over time and may become even more stringent in the future.

Companies like FMC are legally responsible for remediating hazardous substances released into the environment on or from properties owned or operated by them as well as properties where they arranged for disposal of s…

We incur significant costs for remediating environmental conditions on or related to properties in the U.S.

For further discussion regarding the various regulations affecting us, see Items 1.

We have incurred and expect to incur environmental capital expenditures and other environmental costs (including our joint venture partners’ shares) to comply with applicable environmental laws and regulations that af…

Certain laws and regulations may expose us to joint and several liability for environmental damages caused by our operations, or by previous owners or operators of properties we acquired or are currently operating or…

All of our copper and gold production in Indonesia comes from underground mining in the Grasberg minerals district.

Our business is dependent on maintaining good relations with our workforce.

Information and operational technology systems continue to evolve and, in order to remain competitive, we must implement, advance and develop new technologies in a timely, cost-effective and efficient manner.

Our industry has become increasingly supported by and dependent on digital technologies.

Water for our Cerro Verde operation in Peru comes from renewable sources through a series of storage reservoirs on the Rio Chili watershed that collects water primarily from seasonal precipitation and from wastewater…

As discussed in Item 3.

Our operations require physical availability and secure legal rights to water, and the increasing pressure on water sources requires us to consider both current and future conditions in our approach.

Our operations, including future expansions or developments, depend on the availability of secure water supplies.

In Chile, despite the overwhelming electoral approval of a proposal to rewrite the constitution in a 2020 referendum, the product of the constitutional assembly was rejected by a majority of voters in 2022 and 2023.

We cannot predict whether additional incidents will occur that could result in loss of life, or disruption or suspension of PTFI’s operations.

We are exposed to security risks relating to loss and theft of refined precious metals at the PMR.

The safety of our workforce is a critical concern, and PTFI continues to work with the Indonesia government to enhance security and address security-related issues within the PTFI project area and in support areas, as…

Shootings and other violent incidents have occurred within the PTFI project area and support areas, including along the road leading to our mining and milling operations, which in some instances have involved fataliti…

Indonesia has long faced separatist movements and civil and religious strife in a number of provinces.

Managing these environmental challenges at our Indonesia operations could result in reputational harm, social unrest and increased costs that could be significant.

In the past, the Indonesia government, stakeholders and other third parties have raised questions with respect to PTFI’s tailings management systems and plans.

PTFI maintains a tailings deposition management plan and environmental monitoring program which consider the presence of this potentially acid-forming overburden in the lowlands tailings management area.

Mining operations on the scale of our Indonesia operations involve significant environmental risks and challenges.

As of December 31, 2025, we operated 15 active tailings storage facilities (13 in the U.S.

In addition, we could also be subject to additional operational risks at our smelters and refineries, including those specific to PTFI.

The occurrence of one or more of these operational risks in connection with our operations may result in the death of, or personal injury or illness to, our employees, other personnel or third parties, the loss of min…

We also experience mining induced seismic activity, including landslides, from time to time in the Grasberg minerals district in addition to extreme weather.

If PTFI does not fulfill its defined fiscal and other obligations to the Indonesia government as set forth in the IUPK, the IUPK may not be extended from 2031 through 2041, and PTFI would be unable to mine all of its…

Our proven and probable mineral reserves in Indonesia reflect estimates of minerals that can be recovered through the end of 2041, and PTFI’s current long-term mine plan and planned operations are based on the assumpt…

Under the terms of its IUPK, PTFI has been granted mining rights through 2031, with rights to extend its mining rights through 2041, subject to certain terms and conditions.

PTFI will not mine all of the mineral reserves in the Grasberg minerals district before the initial term of its IUPK expires in 2031.

Political considerations and administrative changes resulting from elections, including Indonesia’s most recent national legislative and presidential elections held in 2024 and future elections, could affect, among ot…

Since 2019, the Indonesia government has enacted various laws and regulations related to downstream processing of various products.

The mining industry is subject to extensive regulation within Indonesia, and there have been major developments in laws and regulations applicable to mining concession holders, some of which have conflicted with PTFI’…

In addition, our insurance does not cover most losses caused by the risks described above.

We are required to comply with a wide range of laws and regulations in the countries where we operate or do business.

Accordingly, our activities in and outside of the U.S.

In December 2021, the Organisation for Economic Co-operation and Development (OECD) published a framework for Pillar Two of the Global Anti-Base Erosion Rules, which was designed to coordinate participating jurisdicti…

As a global business, we are subject to income, royalty, transaction and other taxes in the U.S.

Changes in and interpretations of tax laws and regulations could have a material adverse effect on our financial condition.

We are, and may in the future become, involved in various legal proceedings and subject to other contingencies that have arisen or may arise in the ordinary course of our business or are associated with environmental…

Plans and provisions for mine closure, reclamation and remediation and oil and gas properties plugging and abandonment obligations may change over time as a result of changes in stakeholder and other third-party expec…

We are required by U.S.

At December 31, 2025, our total consolidated debt was $9.4 billion, with $1.3 billion coming due in 2027 (see Note 6) and our total consolidated cash and cash equivalents was $3.8 billion.

Ensuring continuity of supply of such consumables to our operations is critical to our business.

Prices of consumables used in our operations (such as natural gas, diesel, coal, other sources of energy, ammonium nitrate, chemical reagents, including sulfuric acid, and steel-related products), certain components,…

Consumables and components for key machines and equipment we purchase are subject to price volatility caused by global economic factors that are beyond our control, including, but not limited to, supply chain disrupti…

Our financial results are significantly influenced by and vary with fluctuations in the market prices of the commodities we produce, primarily copper and gold, and to a lesser extent molybdenum.

•Scrutiny, action and evolving expectations from stakeholders and other third parties with respect to our sustainability-related practices, performance, commitments and disclosures; and

•The physical impacts of changing climate conditions on our operations, workforce, communities, biodiversity and ecosystems, supply chains and customers;

•Remediation of properties no longer in operation in the U.S.;

•Availability of secure water supplies for our operations, including future expansions or development projects;

•PTFI’s failure to meet its commitments to achieve the extension of its IUPK.

our business, production, sales, results of operations and operating plans, and recoveries under insurance policies; global market conditions, including trade policies; ore grades and milling rates; production and sal…

Similarly, many financial institutions are increasingly incorporating ESG ratings or assessments into their credit risk assessments, and screen companies based on their ESG practices and performance when making lendin…

Certain investor advocacy groups, institutional investors, investment funds, creditors and other influential investors are focused on our ESG practices and place importance on the ESG implications of their investments…

We recognize that as the climate changes, our operations, workforce, communities, biodiversity and ecosystems, supply chains and customers may be exposed to changes in the frequency, intensity and/or duration of inten…

information on climate change conventions, laws, regulations and standards applicable or that may in the future be applicable to FCX or its subsidiaries, refer to Items 1.

Companies like FMC are now legally responsible for remediating hazardous substances released into the environment on or from properties owned or operated by them as well as properties where they arranged for disposal…

Many other governmental bodies regulate other aspects of our operations, and our failure to comply with these legal requirements can result in substantial penalties.

with these laws and regulations imposes substantial costs, which we expect will continue to increase over time because of increased regulatory oversight, adoption of increasingly stringent environmental standards, and…

or fail to maintain a safe environment, we could continue to face labor challenges, which may result in, but are not limited to, decreased profitability, further decreases to productivity and efficiency, ongoing safet…

Our success is dependent on the contributions of our highly skilled and experienced workforce.

We have in the past and could in the future experience labor disruptions such as work stoppages, work slowdowns, union organizing campaigns, strikes, or lockouts that could adversely affect our operations.

in liability under or termination of our contracts with third parties, misuse of our intellectual property or other unintended consequences, as discussed in more detail in the risk factor above.

information systems.

We have experienced targeted and non-targeted cybersecurity events in the past and may experience them in the future.

could be diminished or curtailed, and our operations and any future expansions at Morenci, Safford (including Lone Star) and Sierrita could be adversely affected unless we are able to acquire alternative water sources.

system represents the best alternative for tailings management given the volume of tailings produced and the site-specific conditions of the area.

to impact nearby communities or mining infrastructure.

loss of infrastructure and services, disruption to essential supplies or delivery of our products, environmental damage and potential legal liabilities, any of which may adversely affect our reputation, business, pros…

Underground mining operations have unique risks that can be particularly dangerous, such as those associated with supporting the underground openings.

PT-FI and the Indonesia government continue to engage in discussions regarding the extension of PT-FI’s IUPK beyond 2041.

In accordance with a regulation issued by the Indonesia government in 2023, 30% of PT-FI’s gross export proceeds are being temporarily deposited into Indonesia banks for a period of 90 days before withdrawal.

Beginning in 2022, the Indonesia government divided the Indonesia portion of the island of New Guinea from two provinces into a total of six provinces, which has resulted in public protest and civil unrest.

In October 2024, a fire occurred during commissioning of PT-FI’s new smelter in Eastern Java, Indonesia, requiring a temporary suspension of smelting operations to complete repairs.

regulatory matters, including those related to export licenses, export duties, export proceeds, smelter assurance bonds and PT-FI’s new smelter and PMR (collectively, PT-FI’s new downstream processing facilities) in E…

The mining industry is subject to extensive regulation within Indonesia, and there have been major developments in laws and regulations applicable to mining concession holders, some of which have conflicted with PT-FI…

notified the SEC and Department of Justice that we have engaged outside counsel to conduct this investigation of PT Smelting’s activities.

released by the IRS, we have determined that the provisions of the Act did not impact our financial results for the years 2024 or 2023.

We have significant net operating losses (NOLs) in the U.S.

obligations.

affect the availability of water needed for our operations, leading to increased operating costs, or in extreme cases, disruptions to our mining operations.

The potential physical impacts of changing climate conditions vary by operation based on particular geographic circumstances.

We recognize that our operations, workforce, communities, biodiversity and ecosystems, supply chains and customers may be exposed to changes in the frequency, intensity and/or duration of intense storms, drought, floo…

and other transportation equipment; purchased electricity, which powers core facilities and certain on-site metal processing operations; and coal and natural gas, which provide electricity at certain operations.