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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Options (Right to Buy) | $ 31.07 | 06/03/2013 | A | 54,000 | 02/02/2004(1) | 02/02/2014 | Common Stock | 54,000 | (3) | 54,000 | D | ||||
Options (Right to Buy) | $ 31.07 | 06/03/2013 | A | 54,000 | 02/02/2005(1)(2) | 02/02/2014 | Common Stock | 54,000 | (3) | 54,000 | D | ||||
Options (Right to Buy) | $ 30.83 | 06/03/2013 | A | 108,000 | 01/31/2005(1) | 01/31/2015 | Common Stock | 108,000 | (3) | 108,000 | D | ||||
Options (Right to Buy) | $ 30.83 | 06/03/2013 | A | 81,000 | 01/31/2006(1)(2) | 01/31/2015 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 36.76 | 06/03/2013 | A | 108,000 | 01/30/2006(1) | 01/30/2016 | Common Stock | 108,000 | (3) | 108,000 | D | ||||
Options (Right to Buy) | $ 36.76 | 06/03/2013 | A | 81,000 | 01/30/2007(1)(2) | 01/30/2016 | Common Stock | 8,100 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 22.65 | 06/03/2013 | A | 81,000 | 01/29/2007(1) | 01/29/2017 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 22.65 | 06/03/2013 | A | 81,000 | 01/29/2008(1)(2) | 01/29/2017 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 27.86 | 06/03/2013 | A | 81,000 | 01/28/2008(1) | 01/28/2018 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 27.86 | 06/03/2013 | A | 81,000 | 01/28/2009(1)(2) | 01/28/2018 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 11.93 | 06/03/2013 | A | 81,000 | 02/02/2009(1) | 02/02/2019 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 11.93 | 06/03/2013 | A | 81,000 | 02/02/2010(1)(2) | 02/02/2019 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 29.13 | 06/03/2013 | A | 81,000 | 02/01/2010(1) | 02/01/2020 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 29.13 | 06/03/2013 | A | 81,000 | 02/01/2011(1)(2) | 02/01/2020 | Common Stock | 81,000 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 31.95 | 06/03/2013 | A | 54,000 | 02/07/2011(1) | 02/07/2021 | Common Stock | 54,000 | (3) | 54,000 | D | ||||
Options (Right to Buy) | $ 31.95 | 06/03/2013 | A | 81,000 | 02/07/2012(1)(2) | 02/07/2021 | Common Stock | 8,100 | (3) | 81,000 | D | ||||
Options (Right to Buy) | $ 24.08 | 06/03/2013 | A | 54,000 | 02/06/2012(1) | 02/06/2022 | Common Stock | 54,000 | (3) | 54,000 | D | ||||
Options (Right to Buy) | $ 24.08 | 06/03/2013 | A | 81,000 | 02/06/2013(1)(2) | 02/06/2022 | Common Stock | 81,000 | (3) | 81,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ADKERSON RICHARD C 333 NORTH CENTRAL AVENUE PHOENIX, AZ 85004 |
X | Vice Chairman, Pres. & CEO |
Kelly C. Simoneaux on behalf of Richard C. Adkerson pursuant to a power of attorney | 06/05/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Reflects the original vesting schedule of the converted awards, which vesting schedule did not change as a result of the merger described in Footnote 3. |
(2) | 25% exercisable on the date indicated and 25% exercisable on each of the next three anniversaries thereof. |
(3) | Acquired pursuant to the Agreement and Plan of Merger by and among the Issuer, McMoRan Exploration Co. ("MMR") and a wholly owned subsidiary of the Issuer (the "Merger Agreement") in exchange for options to purchase MMR common stock. Options to purchase shares of MMR common stock were converted into options to purchase shares of Issuer common stock, with the number of shares subject to the Issuer options equal to the number of shares subject to the corresponding MMR options multiplied by 0.5400, and rounded down to the nearest whole share. The exercise price of the Issuer options is equal to the exercise price of the corresponding MMR options, divided by 0.5400, and rounded up to the nearest whole cent. |
Remarks: The Reporting Person has transferred the economic value of 324,000 of the options reflected in this Form 4 to his former spouse, and thus disclaims beneficial ownership of such options. |