Statement of Changes in Beneficial Ownership (4)
May 21 2019 - 1:32PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
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1. Name and Address of Reporting Person
*
LUMPKINS ROBERT L
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2. Issuer Name
and
Ticker or Trading Symbol
MOSAIC CO
[
MOS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O THE MOSAIC COMPANY, 3033 CAMPUS DRIVE, SUITE E490
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/19/2019
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(Street)
PLYMOUTH, MN 55441
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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5/19/2019
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M
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2532
(1)
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A
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$0
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20520
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D
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Common Stock
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2745
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I
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By GRAT #6 dated April 2, 2015
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Common Stock
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26736
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I
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Robert L. Lumpkins Revocable Trust
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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$0.0
(2)
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5/19/2019
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M
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10129
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(3)
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(4)
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Common Stock
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10129.0
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$0
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0
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D
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Restricted Stock Units
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$0.0
(2)
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(5)
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(4)
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Common Stock
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10503.0
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10503
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D
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Restricted Stock Units
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$0.0
(2)
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(6)
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(4)
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Common Stock
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5497.0
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5497
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D
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Deferred Restricted Stock Unit
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(7)
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5/19/2019
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A
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7597
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(8)
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(8)
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Common Stock
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7597.0
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$0
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7597
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D
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Explanation of Responses:
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(1)
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The reporting person, pursuant to the issuer's LTI Deferral Plan, elected to receive 25% of the shares subject to the restricted stock unit award granted to reporting person on May 19, 2016, on May 19, 2019, and the remaining shares in five equal installments commencing on January 30, 2022, and continuing on each anniversary thereafter.
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(2)
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One-for-One
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(3)
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The restricted stock units vested on the date of the issuer's 2017 Annual Meeting of Stockholders. Vested shares will be delivered to the reporting person on May 19, 2019.
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(4)
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Not applicable
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(5)
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The restricted stock units vested on the date of the issuer's 2018 Annual Meeting of Stockholders. Vested shares will be delivered to the reporting person on May 18, 2020.
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(6)
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The restricted stock units will vest on the date of the issuer's 2019 Annual Meeting of Stockholders. Vested shares will be delivered to the reporting person on May 10, 2021.
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(7)
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Each deferred restricted stock unit represents a right to receive one share of common stock.
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(8)
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The deferred restricted stock units were deferred by the reporting person pursuant to the issuer's LTI Deferral Plan upon the vesting of a restricted stock unit award granted to reporting person on May 19, 2016, and become payable in five equal installments commencing on January 30, 2022, and continuing on each anniversary thereafter.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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LUMPKINS ROBERT L
C/O THE MOSAIC COMPANY
3033 CAMPUS DRIVE, SUITE E490
PLYMOUTH, MN 55441
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X
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Signatures
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/s/Mark J. Isaacson, Attorney-in-Fact for Robert L. Lumpkins
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5/20/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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