CLF Cleveland Cliffs Inc

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * ArcelorMittal	2. Issuer Name and Ticker or Trading Symbol CLEVELAND-CLIFFS INC. [ CLF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below) Former 10% Owner
(Last)          (First)          (Middle) 24-26, BOULEVARD DAVRANCHES	3. Date of Earliest Transaction (MM/DD/YYYY) 2/11/2021
(Street) GRAND DUCHY OF LUXEMBOURG, N4 L-1160 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	2/11/2021		S		40000000	D(1)	$16.12	38186671	I	See Footnote (2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	On February 11, 2021, ArcelorMittal North America Holdings LLC, an indirect, wholly-owned subsidiary of ArcelorMittal, sold 40 million common shares of Cleveland-Cliffs Inc. pursuant to an underwritten public offering.
(2)	These Common Shares are held directly by ArcelorMittal North America Holdings LLC, an indirect, wholly-owned subsidiary of ArcelorMittal.

Remarks: (3) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ArcelorMittal 24-26, BOULEVARD DAVRANCHES GRAND DUCHY OF LUXEMBOURG, N4 L-1160				Former 10% Owner
ArcelorMittal North America Holdings LLC 1 SOUTH DEARBORN STREET, 13TH FLOOR CHICAGO, IL 60603				Former 10% Owner

Signatures
By: Henk Scheffer, Authorized Signatory of ArcelorMittal		2/25/2021
**Signature of Reporting Person		Date
By: Joseph P. Wallace, Authorized Signatory of ArcelorMittal North America Holdings LLC		2/25/2021
**Signature of Reporting Person		Date