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Materials · Mining · NYSE

FCXFreeport-McMoRan

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The 10-K against last year's

393 changes: 103 added, 59 removed, 223 reworded, 8 quiet changes

10-K Feb 13, 2026 vs Feb 14, 2025
Risk FactorsRedline ↓
17.5%
of the text changed · 18,947 words now
30.1%
of the text changed · 21,648 words now
Legal ProceedingsRedline ↓
11.2%
of the text changed · 2,532 words now
Accounting PoliciesRedline ↓
12.2%
of the text changed · 3,895 words now

10-K 0000831259-26-000012 (2026-02-13) vs 10-K 0000831259-25-000006 (2025-02-14)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 230 words changed in this paragraph; it is 34% similar to last year's version.
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 intense storms, drought, flooding (including from sea level rise at our coastal operations), wildfire, wildfire and other extreme weather events and patterns (such as extreme heat). For example, The physical impacts associated with changing climate conditions could amplify existing operational and environmental risks at our operating sites, such as water availability, tailings management, flooding and stormwater management, and infrastructure disruptions. Periodically, we have experienced severe flooding, disruptions to our remote mining operations in Indonesia as a result of flooding and debris flow from heavy rain and landslides in early 2023 at our remote mining operations in Indonesia, which temporarily halted mining and processing work and damaged infrastructure near the milling complex. Such potential physical impacts of climate change on our operations are highly uncertain and would vary by operation based on particular geographic circumstances. For example, at many of our mine sites, climate change is projected to impact local precipitation regimes, resulting in shorter-duration, higher-intensity storm events, and the potential for less precipitation overall. We could face increased operational costs associated with managing additional volumes of storm water during more intense future events, including supply disruption, delays, damage to or inaccessibility of our facilities and increased pricing of consumables and components we purchase. In addition, the potential for overall decreases in precipitation could affect the availability of water needed for our operations, leading to increased operating costs, or in extreme cases, disruptions to our mining operations. For additional information regarding risks relating to availability of water and operational risks inherent in mining, see related risk factors above. landslides.

Source: Item 1A, 10-K 0000831259-26-000012 vs Item 1A, 10-K 0000831259-25-000006

Accounting Policies 216 words changed in this paragraph; it is 41% similar to last year's version.
Environmental Obligations. Environmental expenditures are charged to expense or capitalized, depending upon their future economic benefits. Accruals for such expenditures are recorded when it is probable that obligations have been incurred and the costs can be reasonably estimated. Environmental obligations attributed to the Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA) or analogous state programs are considered probable when a claim is asserted, or is probable of assertion, and FCX, or any of its subsidiaries, have been associated with the site. Other environmental remediation obligations are considered probable based on specific facts and circumstances. FCX’s estimates of these costs are based on an evaluation of various factors, including currently available facts, existing technology, presently enacted laws and regulations, remediation experience, whether or not FCX is a potentially responsible party (PRP) and the ability of other PRPs to pay their allocated portions. With the exception of those obligations assumed in the acquisition of FMC that were initially recorded at estimated fair values (refer to Note 10 for further discussion), environmental obligations are recorded on an undiscounted basis. Where the available information is sufficient to estimate the amount of the obligation, that estimate has been used. Where the information is only sufficient to establish a range of probable liability and no point within the range is more likely than any other, the lower end of the range has been used. Possible recoveries of some of these costs from other parties are not recognized in the consolidated financial statements until they become probable. Legal costs associated with environmental remediation (such as fees to third-party legal firms for work relating to determining the extent and type of remedial actions and the allocation of costs among PRPs) are included as part of the estimated obligation.

Source: Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000831259-26-000012 vs Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000831259-25-000006

MD&A 158 words changed in this paragraph; it is 45% similar to last year's version.
We have a potential expansion project defined an opportunity to more than double the concentrator capacity of the Bagdad operation in northwest Arizona. Bagdad’s reserve life currently exceeds 80 years and supports an expanded operation. In late 2023, we We completed technical and economic studies, which studies in late 2023 and are updating these studies in advance of a potential investment decision during 2026. These studies indicate the opportunity to construct new concentrating facilities to increase copper production by 200 to 250 million pounds per year at estimated year. Estimated incremental project capital costs of approximately costs, which continue to be reviewed, approximate $3.5 billion. Expanded operations would provide improved efficiency and reduce unit net cash costs through economies of scale. Project economics indicate that the expansion would require an incentive copper price in the range of $3.50 to $4.00 per pound and approximately three to four years to complete. The decision of whether to proceed and timing of the potential expansion will take into account overall copper market conditions, availability of labor and other factors, including deployment of our autonomous haul truck fleet conversion expected by year-end 2025 and expanding housing alternatives to support long-range plans. In parallel, we are enhancing local infrastructure and advancing activities for expanded tailings infrastructure projects required under long-range plans in order to advance the potential construction timeline.

Source: Item 7, 10-K 0000831259-26-000012 vs Item 7, 10-K 0000831259-25-000006

Legal Proceedings 117 words changed in this paragraph; it is 58% similar to last year's version.
In 2005, at the direction of the Maricopa County Superior Court directed Court, the Arizona Department of Water Resources (ADWR) to prepare (ADWR), prepared detailed recommendations regarding the delineation of the “subflow” zone of the San Pedro River, a tributary of the Gila River. Subsurface water within the subflow zone is presumed to constitute appropriable subflow rather than groundwater. Although we have minimal interests in the San Pedro River Basin, a decision that re-characterizes groundwater in that basin as appropriable subflow may set a precedent for other river systems in Arizona that could have material implications for many commercial, industrial, municipal and agricultural users of groundwater, including our Arizona operations. In 2017, the court approved ADWR’s proposed subflow zone maps; water pumped from wells located inside the mapped subflow zone is now presumed to be appropriable subflow. No party has appealed that decision. Although our interests in the San Pedro River Basin are limited, the decision to re-characterize groundwater in that basin as appropriable subflow could set a precedent for other river systems in Arizona. Such a precedent could have significant implications for many commercial, industrial, municipal and agricultural users of groundwater, including for our Arizona operations.

Source: Item 3, 10-K 0000831259-26-000012 vs Item 3, 10-K 0000831259-25-000006

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of FCX's Risk Factors and MD&A, 10-K 2026-02-13 against 10-K 2025-02-14. Each links to the text at sec.gov.

AddedRisk Factors
This report contains forward-looking statements in which we discuss our potential future performance, operations and projects. Forward-looking statements are all statements other than statements of historical facts, such as plans, projections or expectations relating to business outlook, strategy, goals or targets; repair and remediation efforts, and phased restart and ramp-up of production and downstream processing following the September 2025 mud rush incident at PT Freeport Indonesia’s (PTFI) Grasberg Block Cave underground mine and the anticipated impact on

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
tensions or conflicts (including trade policies such as tariffs and other controls on exports and imports), and foreign currency exchange rate fluctuations.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
The provisions of the U.S. Inflation Reduction Act of 2022 (the Act), which became applicable to us on January 1, 2023, include, among other provisions, a new Corporate Alternative Minimum Tax (CAMT) of 15% on the adjusted

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
Additionally, on July 4, 2025, the President signed into law H.R.1 (also referred to as the One Big Beautiful Bill Act), which includes a broad range of tax reform provisions affecting businesses, including extending and modifying certain provisions of the Tax Cuts & Jobs Act of 2017. H.R.1 did not have a material impact on our consolidated financial results for the year 2025. The aggregate impact of H.R.1, including how it will be interpreted and applied to us, remains uncertain.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
With the completion of its downstream processing facilities, PTFI is a fully integrated producer of refined copper and gold. Following the September 2025 mud rush incident, smelting operations in Indonesia at both PTFI’s smelter and PT Smelting were temporarily suspended during fourth-quarter 2025 as a result of limited copper concentrate availability. PT Smelting restarted operations in late December 2025 and is expected to operate at reduced rates pending the anticipated second-quarter 2026 restart of mining at the Grasberg Block Cave underground mine. Shipments to PTFI’s smelter are expected to recommence in the second half of 2026, pending the successful ramp up of mining operations. We expect higher variability between PTFI’s production and sales until its downstream processing facilities achieve normalized operating rates.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
Following the expiration of its export license on September 16, 2025, PTFI expects all of its concentrate to be processed by its downstream processing facilities and does not have export licenses for copper concentrate or anode slimes. As such, if the downstream processing facilities are not operational when copper concentrate is available, PTFI could be required to reduce production levels or be subject to increased costs, which could adversely impact our revenues and operations.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
With the completion of PTFI’s downstream processing facilities during 2025, FCX and PTFI have advanced discussions with the Indonesia government for a long-term extension of PTFI’s operating rights beyond the current expiration in 2041. PTFI is preparing its application for a long-term extension expected to cover the life of the resource, which is expected to be submitted during 2026. In connection with the extension, PTFI would pursue additional exploration, conduct studies for future additional development and expand its social programs. FCX expects to maintain its ownership interest in PTFI of approximately 49% through 2041 and hold approximately 37% beginning in 2042, following the transfer of an additional interest in PTFI to an Indonesia state-owned enterprise. FCX expects the existing governance agreements would continue over the life of the resource. We cannot guarantee that PTFI will receive an extension of mining rights beyond 2041 or that such extension will be on the terms expected.

Read it in 10-K 2026-02-13 at sec.gov ↗

Show the other 16
AddedRisk Factors
The mud removal and other remediation activities, and the phased restart and ramp-up of the Grasberg Block Cave underground mine following the September 2025 mud rush incident may not be achieved as planned which could adversely impact our results of operations and financial condition.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
On September 8, 2025, PTFI experienced an unprecedented mud rush incident, during which approximately 800,000 metric tons of wet material entered the Grasberg Block Cave underground mine from the former Grasberg open pit and traveled rapidly to multiple levels of the mine, including a service level where seven team members were later found deceased.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
Mining operations were temporarily suspended to prioritize the recovery of the seven team members fatally injured during the incident and to conduct investigations. Following the September 2025 mud rush incident, PTFI has been engaged in activities to address the incident and advance preparation for a safe and sustainable restart of operations. In late October 2025, PTFI restarted operations at the unaffected Deep Mill Level Zone (DMLZ) and Big Gossan underground mines. Investigations and remedial plans were completed in fourth-quarter 2025 and a phased restart and ramp-up of the Grasberg Block Cave underground mine is anticipated to begin in second-quarter 2026. The incident impacted our results for the second half of 2025, and we expect the incident to have a significant impact on our 2026 operating and financial results.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedRisk Factors
We plan to implement enhanced operating procedures to address the conditions that led to the incident and use information from this unprecedented incident to further enhance risk management processes, including ongoing management and stabilization of conditions in the open pit. Material changes to our operating plans could affect our mineral reserves. In addition, there can be no assurance that other unforeseeable incidents will not occur in the future.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
We believe that we are well positioned for the future as a leading producer of copper with significant copper reserves and resources and a high-quality portfolio of growth projects to provide additional supplies of copper to a growing market. Our experienced team is committed to value creation through solid execution of our plans, operational excellence and advancing opportunities for long-term organic growth.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Our 2025 operations and results were impacted by the September 2025 mud rush incident at the Grasberg minerals district in Central Papua, Indonesia. In late October 2025, PT Freeport Indonesia (PTFI) restarted operations at the unaffected Deep Mill Level Zone (DMLZ) and Big Gossan underground mines. During fourth-quarter 2025, investigations and remedial plans were completed and a phased restart and ramp-up of the Grasberg Block Cave underground mine is anticipated to begin in second-quarter 2026. Refer to “Operations – Indonesia” for further discussion.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
(PMR) (collectively, PTFI’s downstream processing facilities). Refer to “Net Debt” for a reconciliation of consolidated debt and consolidated cash and cash equivalents to net debt.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Based on current estimates, approximately 60% of consolidated copper sales and 75% of consolidated gold sales in 2026 are expected to occur in the second half of the year. For the year 2026, copper and gold production volumes are expected to exceed sales volumes, reflecting deferrals of approximately 100 million pounds of copper and 100 thousand ounces of gold associated with inventory held at PTFI’s smelting operations.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Quarterly unit net cash costs vary with fluctuations in sales volumes by region and realized prices, primarily for gold and molybdenum, and are expected to improve throughout 2026 as PTFI’s operations and smelting activities are restarted.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Following the September 2025 mud rush incident and until PTFI operations return to normal capacity, a portion of PTFI's production and delivery costs will be recognized as idle facility, which are non-inventoriable costs. Idle facility costs and restoration expenses are expected to total $0.9 billion for the year 2026 (including $0.4 billion in first-quarter 2026). Refer to “Operations” for further discussion.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
We are carefully managing operating costs and near-term capital expenditures in connection with revised operating plans at the Grasberg minerals district to manage cash flow and liquidity during the phased ramp-up period.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Copper priced on the LME and COMEX exchanges have historically traded in a narrow range without significant differential. Following U.S. trade policy announcements in 2025, including proposed tariff announcements (refer to “Operations – U.S. Tariffs”), the two benchmark prices traded at wider differentials than historical averages. For the year 2025, the average COMEX copper settlement price was 7% higher than the average LME copper settlement price. To date in 2026 (through February 12, 2026), the two benchmark prices have been similar.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Recent price strength has been influenced by increased speculative buying in several metals, supported by macro factors such as U.S. dollar weakness and expectations for above-trend demand growth. As a result, both LME and COMEX settlement copper prices closed at all-time highs in January 2026 of $6.28 per pound and $6.18 per pound, respectively.

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Income taxes involve estimation as our operations are in multiple tax jurisdictions where uncertainties arise in the application of complex tax regulations and our income tax returns are subject to examination by tax authorities in

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
Estimates of future cash flows are derived from current business plans, which are developed using near-term metal price forecasts reflective of the current price environment and management’s projections for long-term average

Read it in 10-K 2026-02-13 at sec.gov ↗

AddedMD&A
d.Net income attributable to common stock includes net charges totaling $354 million ($0.25 per share), primarily associated with idle facility costs, direct recovery expenses and fixed asset impairments associated with the September 2025 mud rush incident at PTFI (refer to “Operations – Indonesia” for discussion of this incident), and charges at legacy oil and gas properties associated with adjustments to abandonment obligations and asset impairments. See below for further discussion of these net charges.

Read it in 10-K 2026-02-13 at sec.gov ↗

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