FCX 10-K & 10-Q changes, risk factors and insider trading

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,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 our business, production, sales, results of operations and operating plans, and recoveries under insurance policies; global market conditionsconditions, including trade policies; ore grades and milling rates; production and sales volumes; higher variability between PTFI production and sales; unit net cash costs (credits) and operating costs; capital expenditures; operating plansplans, (including mine sequencing); cash flows; liquidity; PT Freeport Indonesia’s (PT-FI) commissioning, remediation, including expected costs, insurance recovery and timing, and full ramp-up of its new smelter and full production at the precious metals refinery (PMR); potential extension of PT-FI’sPTFI’s special mining business license (IUPK) beyond 2041; export licenses, export duties and export volumes, including PT-FI’s ability to continue exports of copper concentrate until full ramp-up is achieved at its new smelter in Indonesia; timing of shipments of inventoried production; our sustainability-related commitments and targets; our overarching commitment to deliver responsibly produced copper and molybdenum, including plans to implement, validate and maintain validation of our operating sites under specific frameworks; executionachievement of our energy and climate strategies and the underlying assumptions and estimated impacts on our business and stakeholders related thereto; achievement of 2030 climate targets and our 2050 net zero aspiration; improvements in operating procedures and technology innovations and applications; exploration efforts and results; development and production activities, rates and costs; future organic growth opportunities; tax rates; the impact of copper, gold and molybdenum price changes; the impact of deferred intercompany profits on earnings; mineral reserve and mineral resource estimates; final resolution of settlements associated with ongoing legal and environmental proceedings; debt repurchases; and the ongoing implementation of our financial policy and future returns to shareholders, including dividend payments (base or variable) and share repurchases.

•Changes in and interpretations of tax laws and regulations.

•PT-FI’sPTFI’s failure to meet its commitments to achieve the extension of its IUPK.

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

•Failure to successfully implementimplement, advance or develop and risks associated with new technologies; and

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

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

•Increasing scrutiny,Scrutiny, action and evolving expectations from stakeholders and other third parties with respect to our environmental, social and governance (ESG)sustainability-related practices, performance, commitments and disclosures; and

•Impact of our holding company structure on our ability to service debt, declare cash dividends, or repurchase shares and debt; and

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. Extended material declines in market prices of such commodities could have a material adverse effect on our financial results and the value of our assets, may depress the price of our common stock, and may have a material adverse effect on our ability to comply with financial and other covenants in our debt agreements, service our debt and meet our other obligations. For additionalfurther informationdiscussion regarding recent macroeconomic and geopolitical factors, see the risk factor below regarding the price and availability of consumables and components we purchase and constraints on supply and logistics, and transportation services.

There has been a history of significant volatility in the commodities markets, including the copper market. Fluctuations in commodities prices are caused by varied and complex factors beyond our control, including global supply and demand impacted by industry production and inventory levels; global economic and political conditions (such as election results, level of economic growth, or recession and political or geopolitical tensions and conflicts); national and international regulatory, trade and/or tax policies, including tariffs and other controls or restrictions on imports and exports; commodities investment activity and speculation; interest rates; current inflation rates and expectations regarding future inflation rates; the strength of the U.S. dollar compared to foreign currencies; the price and availability of substitute products; and changes in technology. Volatility in global economic growth, particularly in developing economies, has the potential to affect adversely future demand and prices for commodities. Geopolitical uncertainty and protectionism can inhibit international trade and negatively impact business confidence, which creates the risk of constraints on our ability to deal in certain markets and has the potential to increase price volatility. For additionalfurther informationdiscussion regarding the historical fluctuations of the prices of copper, gold and molybdenum, refer to “Markets” in MD&A.

In addition to the factors discussed above, copper prices may be affected by demand from China, which is currently the largest consumer of refined copper in the world, including as a result of geopolitical uncertainty and tension between the U.S. and China as well as uncertainties about China’s economy. Copper demand and prices also may be affected by industry production, substitution,substitution and thrifting. The adoption and expansion of trade restrictions, or other governmental action related to tariffs and other controls on imports and exports or trade agreements or policies are difficult to predict and could adversely affect copper prices, demand for our products, our costs, our customers, our suppliers and the global economy, which in turn could have a material adverse effect on our business, results of operations or financial condition. For further discussion, refer to “Markets” and “U.S. Tariffs” in MD&A. We believe long-term fundamentals for copper are favorable with growing demand supported by copper’s critical role in the global transition to renewable power, electric vehicles and other carbon-reduction initiatives, continued urbanization in developing countries, data centercenters and artificial intelligence (AI) developments and growing connectivity globally; however if these markets, industries and transitions do not develop as we expect, or develop more slowly than we expect, future demand and prices for copper may be negatively affected, impacting our business. Copper demand and prices also may be affected by inadequate investment in and limited production from existing copper mining operations,operations (including due to limited or suspended operations), and copper demand globally, including Norththe America,U.S., Europe,Europe and Asian countries other than China.

Additional factors affecting gold prices may include purchases and sales of gold by governments and central banks, demand from China and India,India (two of the world’s largest consumers of gold,gold), and global demand for jewelry containing gold.

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 disruptions, labor shortages, wage pressures, inflation and economic slowdown or recession, as well as fuel and energy costs (for example, the price of diesel), the impact of interruption by fire, powerenergy supply shortages, industrial accidents, hostile acts, cybersecurity attacks, natural disasters or extreme weather events, major public health crises, geopolitical tensions or conflicts (including trade policies such as tariffs and other controls on exports and imports), and foreign currency exchange rate fluctuations.

Prices of consumables used in our operations,operations (such as natural gas, diesel, coal, other sources of energy, ammonium nitrate, chemical reagentsreagents, (including sulfuric acid),acid, and steel-related products,products), certain components, equipment, parts and componentsother impactoperating supplies and services can fluctuate in price, impacting the costs of production at our operations and the costs of development projects. These prices fluctuate and can be volatile. Since 2022, weWe have experienced price volatility for certain consumables, including diesel fuel, ammonium nitrate and sulfuric acid, and certain components, which has impacted our operating results, and we may experience volatility in the price and availability of other consumables in the future. We also experienced increased costs for equipment, parts and other operating supplies and services. Significant volatility or further increases could have a material adverse effect on our results of operations and could result in material changes to our operating plans or development projects.

Ensuring continuity of supply of such consumables to our operations is critical to our business. We also rely on the availability of components from suppliers for key machines and equipment, which may be impacted by competition demands as well as the availability of input materials in the creation of such equipment. A supplier’s failure to supply consumables or components in a timely or cost-effective manner or to meet our quality, quantity, cost requirements or our technical specifications, or our inability to obtain alternative sources of consumables or components on a timely basis or on terms acceptable to us, could adversely affect our operations. We have also experienced longer lead times on delivery of certain consumables, including fuel, lubricants, ammonium nitrate and sulfuric acid. While these delays did not significantly impact our results for the three years ended December 31, 2024, these delays may continue and could become material. Further, delaysDelays and logistical constraints may occur as a result of weather-related impactsimpacts, geopolitical tensions or conflicts (including trade policies such as tariffs and other controls on exports and imports), or violence, civil and religious strife, and activism at or near our operations or those of our suppliers, as described in the related risk factor below.

At December 31, 2024,2025, our total consolidated debt was $8.9$9.4 billion, with $1.3 billion coming due in 2027 (see MD&A and Note 6) and our total consolidated cash and cash equivalents was $3.9$3.8 billion ($4.7 billion including restricted cash and cash equivalents associated with PT-FI’s export proceeds required to be temporarily deposited in Indonesia banks as described in MD&A and Note 10).billion. We also have various other financial commitments, including reclamation and environmental obligations, take-or-pay contracts and leases. Although we have been successful in servicing debt in the past, refinancing our bank facilities and issuing new debt securities in capital markets transactions at the parent and subsidiary levels, there can be no assurance that we can continue to do so.so, including on favorable terms. In addition, we may incur additional debt in future periods or reduce our holdings of cash and cash equivalents in connection with funding existing operations, capital expenditures, dividends, share or debt repurchases, or in pursuing other business opportunities. For further information,discussion, see the risk factors below relating to mine closure and reclamation regulations and the increasing scrutiny and evolving expectations from stakeholders and other third parties, including creditors, with respect to our environmental and socialsustainability-related practices, performance and disclosures.

We are required by U.S. federal and state laws and regulations to provide financial assurance sufficient to allow a third party to implement approved closure and reclamation plans for our mining properties if we are unable to do so. As of December 31, 2024,2025, our financial assurance obligations totaled $2.0$2.2 billion for closure and reclamation costs of U.S. mining sites. We are also subject to financial assurance requirements in connection with our remaining oil and gas properties and certain of our previously sold oil and gas properties under both state and federal laws. Refer to Note 10 for additionalfurther informationdiscussion regarding our financial assurance obligations and Items 1. and 2. “Business and Properties” for a discussion of certain of such U.S. federal and state laws and regulations applicable to us. AApproximately substantial portionhalf of our financial assurance obligations are satisfied by guarantees by us and certain of our subsidiaries. Our ability to continue to provide guarantees depends on state and other regulatory requirements, our financial performance and our financial condition. Other forms of assurance, such as letters of credit and surety bonds, are costly to provide and, depending on our financial condition and market conditions, may be difficult or impossible to obtain. Failure to provide or maintain the required financial assurance could result in the closure of the affected properties.

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 expectations, legislation, standards, and technical understanding and techniques, which may cause our actual costs of closure, reclamation and remediation and plugging and abandonment obligations to be higher than estimated for asset retirement obligations (AROs) and environmental obligations and could materially affect our financial position or results of operations. For example, our implementation of the Global Industry Standard for Tailings Management (the Tailings Standard) (refer to Items 1. and 2. “Business and Properties” for further discussion) has required changes and could require additional changes to our closure and reclamation plans or modifications to previously completed reclamation actions. In addition, climate change could lead to changes in theprecipitation patterns and other physical risks posed to our operations, whichconditions could result in changes in our closure and reclamation plans to address such risks.conditions, Anyas modificationswell toas our closure and reclamation plans that may be required to address physical climate risks may increase ourassociated financial assurance obligationsobligations, and may materially increase the actual costs associated with implementing closuresuch and reclamationplans at any or all of our active or inactive mine sites or smelter sites. Refer to Notes 1 and 10 for further discussion of our environmental obligations and AROs and see the risk factors below relating to the potential physical impacts of climate change and our related obligations as part of our commitment to implementing the Tailings Standard.AROs.

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 matters, including those described in Note 10, Items 1. and 2. “Business and Properties” and in Item 3. “Legal Proceedings.” For example, we are currently subject to a securities class action and a shareholder derivative lawsuit following the September 2025 mud rush incident. We are also involved periodically in other reviews, inquiries, investigations and proceedings initiated by or involving government agencies, some of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. For example, we have been cooperating with and responding to a subpoena from the U.S. Securities and Exchange Commission (SEC) and an information request from the U.S. Department of Justice (DOJ) related to our public disclosures about the engineering design and construction of the newPTFI’s smelter in Indonesia, which is also the subject matter in a separate whistleblower complaint from a former contractor that we are defending before the U.S. Department of Labor. We cannot predict the outcome of these investigations, and the outcome of any legal proceeding is inherently uncertain and adverse developments or outcomes cancould result in significant monetary damages, penalties, other sanctions or injunctive relief against us, limitations on our property rights, or regulatory interpretations that increase our operating costs, some of which may not be covered by insurance. Further, to the extent that societal pressures or political or other factors are involved, it is possible that liability could be imposed without regard to our causation of or contribution to the asserted damage, or to other mitigating factors. Management does not believe, based on currently available information, that the outcome of any individual legal proceeding currently pending will have a material adverse effect on our financial condition, although individual or cumulative outcomes could be material to our operating results for a particular period, depending on the nature and magnitude of the outcome and the operating results for the period.

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

As a global business, we are subject to income, royalty, transaction and other taxes in the U.S. and various foreign jurisdictions. Uncertainties exist with respect to our tax liabilities, including those arising from changes in laws and regulations and interpretations of such laws and regulations in the jurisdictions in which we do business. Additionally,Further, we have significant net operating losses (NOLs) in the U.S. generated in prior years, which we believe are available to offset future regular taxable income. However, changes in tax laws and regulations or interpretations of such laws and regulations may result in new limitations on our ability to benefit from our significant U.S. NOLs. We also are subject to regular review and audit by both domestic and foreign tax authorities. Although we believe our tax estimates are reasonable, including with respect to our use of NOLs, the ultimate tax outcome may differ from the tax amounts recorded in our financial statements and may materially affect our income tax provision, net income, or cash flows in the period or periods for which such determination and settlement occurs.

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 jurisdictions in updating the international tax system to ensure that large multinational companies pay a 15% minimum level of income tax. In January 2026, the OECD published additional guidance on the framework, including safe harbor provisions that would minimize or eliminate application of the 15% global minimum income tax on domestic operations of U.S.-parent multinational companies. Recommendations from the OECD regarding athe 15% global minimum income taxtax, the safe harbor provisions and other changes are being considered and/or implemented in jurisdictions where we operate. The adoption and effective dates for such tax changes may vary by jurisdiction, could increase tax complexity and uncertainty, and may adversely affect our provision for income taxes. At current metals market prices, we do not expect enactment of the recommended framework in jurisdictions where we operate to materially impact our financial results.results for 2026. However, additional changes to these tax laws and regulations, including as a result of new guidance and interpretations, may occur and such changes could adversely affect our tax liability.

We are a U.S.-based metals company with substantial assets located outside of the U.S. Risks of conducting business in the countries where we operate or do business,business can include:

•Geopolitical tensions, conflicts and events, social and economic instability, bribery, extortion, corruption, civil unrest, blockades, acts of war,war or other military conflicts, guerrilla activities, insurrection and terrorism, certain of which may result in, among other things, an inability to access our property or transport our commodities;

Accordingly, our activities in the U.S. and outside of the U.S. may be substantially affected by many external factors beyond our control, any of which could have a material adverse effect on our cash flows, results of operationsoperations, financial condition and financialtrading condition.price of our common stock.

We are required to comply with a wide range of laws and regulations in the countries where we operate or do business. For example, our international operations must comply with the U.S. Foreign Corrupt Practices Act (FCPA) and similar anti-corruption and anti-bribery laws of the other jurisdictions in which we operate. We are investigating whether activities of PT Smelting may have violated aspects of the FCPA or other laws, including laws of non-U.S. jurisdictions. PT Smelting is an Indonesian joint venture between PT-FIPTFI and Mitsubishi Materials Corporation (MMC)., Anand an affiliate of MMC serves as operator of PT Smelting (see Note 2). WeAs havepreviously reported, we voluntarily notified the SEC and Department of JusticeDOJ that we have engaged outside counsel to conduct thisthe investigation of PT Smelting’s activities. Any determination that operations or activities are not in compliance with existing laws, including the FCPA, could result in the imposition of fines, penalties and equitable remedies. We cannot currently predict the outcome of theour investigation.

In addition, our insurance does not cover most losses caused by the risks described above. For example, we do not havemaintain political risk insurance.

Maintaining a good working relationship with the Indonesia government, PT Mineral Industri Indonesia (Persero) (MIND ID), an Indonesia state-owned enterprise and shareholder in PT-FI,PTFI, and the local population, is important because of the significance of our Indonesia operations to our business, and because our operations there are among Indonesia’s most significant business enterprises. Partially because of the Grasberg minerals district’s significance to Indonesia’s economy,economy (including the downstream operations), the environmentally sensitive area where it is located, and the number of local people employed, our Indonesia operations have been the subject of political debates and criticism in the Indonesia press and have been the target of protests and occasional violence. Improper management of our working relationship with the Indonesia government, MIND ID or the local population could lead to a disruption of operations and/or impact our reputation in Indonesia and in the region where we operate, which could adversely affect our business.

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’s contractual rights and may conflict with PTFI’s contractual rights in the future. For example, in 2009, the Indonesia government enacted a mining law that sought to modify PT-FI’sPTFI’s former contract of work, certain provisions of which were not required under or conflicted with PT-FI’sPTFI’s former contract of work. In December 2018, PT-FIPTFI was granted an IUPK to replace its former contract of work, enabling PT-FIPTFI to conduct operations in the Grasberg minerals district through 2041, subject to certain requirements. Refer to Note 11 for a summary of the IUPK’s key fiscal terms and requirement to develop additional smelting and refining capacity. Pursuant to regulations issued during 2024, PT-FIPTFI is eligible to apply for an extension of its mining rights beyond 2041, provided certain conditions are met. Refer to Note 10 for a summary of such conditions.conditions Applicationand forthe extensionrisk mayfactor bebelow submitted at any time uprelating to onepotential year prior to the expiration of PT-FI’s IUPK. PT-FI expects to apply for an extension during 2025, pending agreement with MIND ID on a purchase and sale agreement for the transfer in 2041 of an additional 10% interest in PT-FI. We cannot guarantee that PT-FI will receive an extension of mining rights beyond 2041.extension.

Since 2019, the Indonesia government has enacted various laws and regulations related to downstream processing of various products. Refer to “Operations – Indonesia” in MD&A and Notes 10 and 11 for a discussion of Indonesia regulatory matters, including those related to export licenses, export duties, export proceeds, smelter assurance bonds and PT-FI’sPTFI’s new smelter and precious metals refinery (PMR) (collectively, PT-FI’s newPTFI’s downstream processing facilities) in Eastern Java, Indonesia.

In 2024, Indonesia held national legislative elections, including the presidential election. Political considerations and administrative changes resulting from theseelections, including Indonesia’s most recent national legislative and presidential elections orheld in 2024 and future electionselections, could affect, among other things, national and local policies pertaining to foreign investment, permitting and export restrictions, which could adversely affect our Indonesia operations.

PT-FIPTFI will not mine all of the oremineral reserves in the Grasberg minerals district before the initial term of its IUPK expires in 2031. PT-FI’sPTFI’s IUPK may not be extended through 2041 if PT-FIit fails to abide by its terms and conditions and applicable laws and regulations.

Under the terms of PT-FI’sits IUPK, PT-FIPTFI has been granted mining rights through 2031, with rights to extend its mining rights through 2041, subject to certain terms and conditions. Refer to Note 11 for a summary of the IUPK’s key fiscal terms.

Our proven and probable mineral reserves in Indonesia reflect estimates of minerals that can be recovered through the end of 2041, and PT-FI’sPTFI’s current long-term mine plan and planned operations are based on the assumption that PT-FIPTFI will abide by the terms and conditions of the IUPK and will be granted the 10-year extension from 2031 through 2041. As a result, PT-FIPTFI will not mine all of these mineral reserves during the initial term of the IUPK. Prior to the end of 2031, we expect to mine 40%34% of aggregate proven and probable recoverable mineral reserves at December 31, 2024,2025, representing 45%38% of FCX’s net equity share of recoverable copper reserves in Indonesia and 44%36% of FCX’s net equity share of recoverable gold reserves in Indonesia.

If PT-FIPTFI does not achieve full ramp-up at the new downstream processing facilities, or 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 PT-FIPTFI would be unable to mine all of its proven and probable mineral reserves in the Grasberg minerals district, which could adversely affect our business, results of operations and financial position.

We are required to comply with a wide range of laws and regulations in the countries where we operate or do business. For example, our international operations must comply with the U.S. Foreign Corrupt Practices Act (FCPA) and similar anti-corruption and anti-bribery laws of the other jurisdictions in which we operate. We are investigating whether activities of PT Smelting may have violated aspects of the FCPA or other laws, including laws of non-U.S. jurisdictions. PT Smelting is an IndonesianIndonesia joint venture between PTFI and Mitsubishi Materials Corporation (MMC), and an affiliate of MMC serves as operator of PT Smelting. As previously reported, we voluntarily notified the SEC and U.S. Department of Justice that we had engaged outside counsel to conduct the investigation of PT Smelting’s activities. On March 17, 2026, the SEC notified us that it does not intend to pursue an enforcement action. Any determination that operations or activities are not in compliance with existing laws, including the FCPA, could result in the imposition of fines, penalties and equitable remedies. We cannot currently predict the outcome of our investigation.

We continue to progress organic copper growth projects in the U.S. and South America. AcrossAt our U.S. and South America operations, we are incorporatingadvancing newtesting applications,of innovative technologies andto datatarget analyticssignificant intoincreases ourin incremental production from leaching processes.initiatives. We are targeting reaching an annual productionrun rate of approximately 300 million pounds of copper from these initiatives inby the end of 2026 and believe there is potential for further significant increases in recoverable metal in future years. Additionally,We are finalizing cost estimates for an opportunity to more than double the concentrator capacity of the Bagdad operation in Marchnorthwest 2026,Arizona anand environmentalhave impactadvanced studytechnical wasand submittedeconomic tostudies Chilein regulatory authoritiespreparation for a potential investment decision during the second half of 2026. Additionally, we are advancing our evaluation of a potential major expansion at our El Abra mine in Chile. Refer to “Operations – United States” and “Operations – South America” for further discussion.

Net income attributable to common stockholders totaled $881$984 million in first-quartersecond-quarter 2026, compared with $352$772 million in first-quartersecond-quarter 2025, $1.9 billion for the first six months of 2026 and $1.1 billion for the first six months of 2025. Higher net income attributable to common stock in the 2026 periods, compared to the 2025 periods, primarily reflectingreflects the impact of lower income taxes and noncontrolling interests in the 2026 periods associated with a higher averagecontribution realizedof operating income from our U.S. copper andmines. goldThe pricesfirst andsix months of 2026 also include the recognition of a gain for the insurance settlement related to the MudSeptember Rush2025 Incident,external partlymud offsetrush by lower copper sales volumes from PTFI.incident. Refer to “Consolidated Results” and “Business Divisions and Segments” for further discussion.

At MarchJune 31,30, 2026, we had consolidated debt of $9.4 billion and consolidated cash and cash equivalents of $3.7$4.1 billion. Net debt totaled $2.4$2.1 billion, excluding $3.2 billion of debt for PTFI’s smelter and precious metals refinery (PMR) (collectively, PTFI’s downstream processing facilities).facilities. Refer to “Net Debt” for a reconciliation of consolidated debt and consolidated cash and cash equivalents to net debt.

At MarchJune 31,30, 2026, we had $3.0 billion of availability under our revolving credit facility, and PTFI and Cerro Verde had $1.5 billion and $350 million, respectively, of availability under their revolving credit facilities.

During first-quarterthe first six months of 2026, we acquired 1.73.4 million shares of our common stock for a total cost of $93$203 million ($54.25$59.30 average cost per share). AtAs Aprilof 30,July 31, 2026, we have acquired a total of 53.755.4 million shares ($39.01$39.80 average cost per share) and have $2.9$2.8 billion available under our $5.0 billion share repurchase program.

Our financial results vary as a result of fluctuations in metals market prices primarily for copper, gold and, to a lesser extent, molybdenum, as well as other factors. World market prices for these commodities have fluctuated historically and are affected by numerous factors beyond our control. Refer to “Markets” below, and “Risk Factors” in Part I, Item 1A. of our 2025 Form 10-K and Part II, Item 1A. herein for further discussion. Because we cannot control the prices of our products, the key measures that management focuses on in operating our business are sales volumes, unit net cash costs, operating cash flows and capital expenditures. References to previous estimates refer to guidance provided in our 2025 Form 10-K.

Projected consolidated sales volumes for second-quarterthird-quarter 2026 are expected to approximate 690750 million pounds of copper, 140160 thousand ounces of gold and 22 million pounds of molybdenum. ProjectedWe expect an increase in second-half 2026 copper sales volumesvolumes, forcompared to first-half 2026, primarily as a result of the yearcontinued 2026 are lower than previous estimates of 3.4 billion pounds of copper and 0.8 million ounces of gold, primarily reflecting a projected delay in achieving fullphased ramp-up of the Grasberg Block Cave underground mine pendingand modificationsat toour oreU.S. loadingcopper systems.mines Referassociated towith “Operationsincremental –production Indonesia”from forleaching further discussion.initiatives.

Projected sales volumes are dependent on operational performance; the phased ramp-up of the Grasberg Block Cave underground mine at PTFI; weather-related conditions; timing of shipments and other factors detailed in the “Cautionary Statement” below.

Based on achievement of current sales volume and cost estimates and assuming average prices of $4,500$4,000 per ounce of gold and $25.00$30.00 per pound of molybdenum for the remaindersecond half of 2026, consolidated unit net cash costs (net of by-product credits and excluding idle facility and restoration costs associated with the Mud Rush Incident at PTFI) for our copper mines are expected to average $1.95$1.90 per pound of copper for the year 2026 (including $2.24$2.00 per pound of copper in second-quarterthird-quarter 2026). The impact of price changes on consolidated unit net cash costs for the remaindersecond half of 2026 would approximate $0.02 per pound of copper for each $100 per ounce change in the average price of gold and $0.03 per pound of copper for each $2 per pound change in the average price of molybdenum.

FollowingDuring the Mudphased Rushramp-up Incidentperiod of the Grasberg Block Cave underground mine and until PTFI’s operations return to normal capacity, a portion of PTFI's production and delivery costs will be recognized as idle facility costs, which are non-inventoriable. Idle facility and restoration costs are expected to totalapproximate $1.3$1.2 billion for the year 2026 (including $0.3 billion in second-quarterthird-quarter 2026). Refer to “Operations – Indonesia” for further discussion.

Projected unit net cash costs for the year 2026 are dependent on operational performance; the phased ramp-up of the Grasberg Block Cave underground mine at PTFI; impacts related to the conflict in the Middle East, including changes in energy costs and other consumables; weather-related conditions; timing of shipments and other factors detailed in the “Cautionary Statement” below.

Our consolidated operating cash flows vary with sales volumes; prices realized from copper, gold and molybdenum sales; production costs; income taxes; other working capital changes; and other factors, such as the phased ramp-up of the Grasberg Block Cave underground mine at PTFI and impacts related to the conflict in the Middle East, including changes in energy costs and other consumables.

Consolidated operating cash flows are expected to approximate $8.7$8.3 billion for the year 2026, includingnet $0.2of $0.3 billion of working capital and other sources,uses, based on current sales volume and cost estimates, and assuming average prices of $6.00 per pound of copper, $4,500$4,000 per ounce of gold and $25.00$30.00 per pound of molybdenum for the remaindersecond half of 2026. Estimated consolidated operating cash flows for the year 2026 also reflectinclude a projected income tax provision of $2.6 billion (refer to “Consolidated Results – Income Taxes” for further discussion of our projected income tax rate for the year 2026). The impact of price changes on consolidated operating cash flows for the remaindersecond half of 2026 would approximate $220$150 million for each $0.10 per pound change in the average price of copper, $50$40 million for each $100 per ounce change in the average price of gold and $90$45 million for each $2 per pound change in the average price of molybdenum.

a.Includes $1.4 billion for planned projects, primarily associated with underground mine development and supporting mill and power capital costs in the Grasberg minerals district,district and a leaching project at El Abra, and $1.6 billion for discretionary growth projects, primarily in the Grasberg minerals district for the continued development of Kucing Liar and at the Bagdad mine for tailings infrastructure.

This graph presents London Metal Exchange (LME) and Commodity Exchange Inc. (COMEX) copper settlement prices and the combined reported stocks of copper at the LME, COMEX and the Shanghai Futures Exchange from January 2016 through MarchJune 2026. LME and COMEX copper prices are market-driven and subject to change based on current and future tariff rates, additional changes in trade policies, domestic inventory levels, supply and demand, and other factors.

Copper sales from our South America and Indonesia operations are generally based on quoted LME monthly average copper settlement prices. During first-quartersecond-quarter 2026, LME copper settlement prices averaged $5.83$6.05 per pound (ranging from a low of $5.36$5.51 per pound to a high of $6.28$6.39 per pound) and closed at $5.52$6.05 per pound on MarchJune 31,30, 2026. The LME copper settlement price was $5.90$6.28 per pound on AprilJuly 30,31, 2026.2026, and on August 6, 2026, the LME copper settlement price closed at an all-time high of $6.56 per pound.

Copper sales from our U.S. copper mines are generally based on prevailing COMEX monthly average copper settlement prices. During first-quartersecond-quarter 2026, COMEX copper settlement prices averaged $5.79$6.16 per pound (ranging from a low of $5.34$5.54 per pound to a high of $6.18$6.65 per pound) and closed at $5.59$6.19 per pound on MarchJune 31,30, 2026. The COMEX copper settlement price was $5.93$6.44 per pound on AprilJuly 30,31, 2026.2026, and on August 5, 2026, the COMEX copper settlement price closed at an all-time high of $6.70 per pound.

We believe long-term fundamentals for copper are favorable with growing demand supported by copper’s critical role in electrification initiatives, continued urbanization in developing countries, data centerscenter and AI growth and growing connectivity globally.

This graph presents London Bullion Market Association (London) PM gold prices from January 2016 through MarchJune 2026. TheDuring prospectsecond-quarter of additional U.S. interest rate reductions, geopolitical tensions, trade uncertainty and strong demand from central banks around the world continued to influence2026, gold prices inretreated first-quarterfrom 2026.all-time Inhighs Januaryreached at the beginning of 2026, the London PM gold price closed at an all-time high of $5,405 per ounce before declining as macromacroeconomic conditions tightened, driven by a stronger U.S. dollar, higher U.S. treasury yields and rising energy costs stemming from the conflict in the Middle East.

During first-quartersecond-quarter 2026, London PM gold prices averaged $4,873$4,506 per ounce (ranging from a low of $4,353$4,002 per ounce to a high of $5,405$4,871 per ounce) and closed at $4,608$4,026 per ounce on MarchJune 31,30, 2026. The London PM gold price closed at $4,611$4,027 per ounce on AprilJuly 30,31, 2026.

This graph presents the Platts Metals Daily Molybdenum Dealer Oxide weekly average prices from January 2016 through MarchJune 2026. Overall global demand for molybdenum is driven by energy, power generation, aerospace and construction sectors. We believe fundamentals for molybdenum are positive with favorable demand drivers and limited supply.

During first-quartersecond-quarter 2026, the weekly average prices for molybdenum averaged $25.50$29.40 per pound (ranging from a low of $22.42$26.67 per pound to a high of $28.11$31.29 per pound) and closed at $26.60$31.29 per pound on MarchJune 31,30, 2026. The Platts Metals Daily Molybdenum Dealer Oxide weekly average price closed at $27.85$32.61 per pound on AprilJuly 30,31, 2026.

b.Includes favorable (unfavorable) adjustments to prior period provisionally priced concentrate and cathode copper sales totaling $34$98 million ($12$35 million to net income attributable to common stock or $0.01$0.02 per share) in first-quartersecond-quarter 20262026, and$(35) $70million ($(10) million to net income attributable to common stock or $(0.01) per share) in second-quarter 2025, $58 million ($24 million to net income attributable to common stock or $0.02 per share) infor first-quarterthe first six months of 2026 and $63 million ($21 million to net income attributable to common stock or $0.01 per share) for the first six months of 2025. Refer to Note 5 for further discussion.

c.We defer recognizing profits on intercompany sales until final sales to third parties occur. Changes in these deferrals attributable to variability in intercompany volumes resulted in net (reductions) additions to operating income totaling $70$(18) million ($23$(6) million to net income attributable to common stock or $0.02less than $0.01 per share) in first-quartersecond-quarter 20262026, and $114$34 million ($34$9 million to net income attributable to common stock or $0.02$0.01 per share) in first-quartersecond-quarter 2025, $52 million ($17 million to net income attributable to common stock or $0.01 per share) for the first six months of 2026 and $148 million ($44 million to net income attributable to common stock or $0.03 per share) for the first six months of 2025.

e.Cashf.Cash provided by (used for) working capitalcapital, including tax payments, totaled $0.1$596 billionmillion in first-quartersecond-quarter 2026, $45 million in second-quarter 2025, $457 million for the first six months of 2026 and $(0.3)$342 billionmillion infor first-quarterthe first six months of 2025.

b.Excludes $0.62$0.40 per pound in second-quarter 2026 and $0.50 per pound for the first six months of 2026 of idle facility and restoration costs associated with thePTFI’s MudSeptember Rush2025 Incidentexternal atmud PTFI.rush incident. Refer to “Operations – Indonesia” for further discussion.

Consolidated revenues totaled $6.2$7.0 billion in first-quartersecond-quarter 20262026, and $5.7$7.6 billion in first-quartersecond-quarter 2025 and $13.3 billion for both the first six months of 2026 and 2025. Our revenues primarily include the sale of copper cathode, copper rod and copper concentrate, as well as gold and molybdenum products in various forms. Refer to Note 8 for a summary of product revenues.

Sales Volumes. Consolidated copper and gold sales volumes decreased in first-quarterthe 2026,2026 periods, compared to first-quarterthe 2025,2025 periods, primarily reflecting lower operating rates at PTFI followingduring the Mudphased Rush Incident. As a fully integrated producerramp-up of refined copper and gold in Indonesia, there may be variability in the timingGrasberg betweenBlock productionCave andunderground sales of refined copper and gold.mine. Refer to “Operations” for further discussion of sales volumes at our mining operations.

Realized Prices. Our consolidated revenues can vary significantly as a result of fluctuations in the market prices of copper, gold and molybdenum. Our average realized prices in first-quartersecond-quarter 2026, compared with first-quartersecond-quarter 2025, were 30%36% higher for copper, 59%37% higher for gold and 16%36% higher for molybdenum. Average realized prices for the first six months of 2026, compared with the first six months of 2025, were 35% higher for copper, 44% higher for gold and 26% higher for molybdenum.

Average realized copper prices include net (unfavorable) favorable adjustments to current period provisionally priced copper sales totaling $(55)$40 million in first-quartersecond-quarter 2026, $69 million in second-quarter 2025, $59 million for the first six months of 2026 and $46$87 million infor first-quarterthe first six months of 2025. As discussed in Note 5, certain sales contracts for copper and gold provide final pricing in a specified future month (generally one to four months from the shipment date). We record revenues and invoice customers at the time of shipment based on then-current LME prices for copper or London PM prices for gold, which results in an embedded derivative on provisionally priced sales that is adjusted to fair value through earnings each period, using the period-end forward prices, until final pricing on the date of settlement. To the extent final prices are higher or lower than what was recorded on a provisional basis, an increase or decrease to revenues is recorded each reporting period until the date of final pricing. Accordingly, in times of rising copper and gold prices, our revenues benefit from adjustments to the final pricing of provisionally priced sales pursuant to contracts entered into in prior periods; in times of falling copper and gold prices, the opposite occurs.

Prior Period Provisionally Priced Copper Sales. Net favorable (unfavorable) adjustments to prior periods’ provisionally priced copper sales (i.e., provisionally priced sales at March 31, 2026 and 2025, and December 31, 2025 and 2024) recorded in consolidated revenues totaled $34$98 million in first-quartersecond-quarter 2026, $(35) million in second-quarter 2025, $58 million for the first six months of 2026 and $70$63 million infor first-quarterthe first six months of 2025. Refer to Notes 5 and 8 for a summary of total adjustments to prior period and current period provisionally priced copper sales.

At MarchJune 31,30, 2026, we had provisionally priced copper sales totaling 136202 million pounds (99 million pounds net of intercompany sales and noncontrolling interests) recorded at an average price of $5.58$6.07 per pound, subject to final LME copper settlement prices over the next several months. We estimate that each $0.05 change in the price realized from the MarchJune 31,30, 2026, recorded provisional price would have an approximate $12$9 million effect on 2026 revenues ($4$3 million to 2026 net income attributable to common stock). The LME copper settlement price closed at $5.90$6.28 per pound on AprilJuly 30,31, 2026.

Atlantic Copper Revenues. Revenues at Atlantic CopperCopper, our wholly owned smelter and refinery in Huelva, Spain, totaled $1.0 billion in second-quarter 2026, $0.8 billion in second-quarter 2025, $2.0 billion for the first six months of 2026 and $1.6 billion for the first six months of 2025. Higher revenues totaled $969 million in first-quarterthe 2026,2026 periods, compared to $755the million2025 in first-quarter 2025,periods, primarily reflectingreflect higher coppermetals prices, partly offset by lower copper and gold sales volumes.

Sales of Purchased Copper. We purchase copper cathode primarily for processing by our U.S. Rod & Refining operations. The volumes of copper purchases vary depending on cathode production from our operations and totaled 1037 million pounds in first-quartersecond-quarter 20262026, and 6635 million pounds in first-quartersecond-quarter 2025, 47 million pounds for the first six months of 2026 and 101 million pounds for the first six months of 2025. Revenues associated with the sale of purchased copper vary with the volume of copper purchases and changes in copper prices. During first-quarter 2026, we were able to meet customer demand for copper rod primarily using copper cathode produced by our U.S. and South America mining operations, resulting in a decrease in purchased copper volumes.

Treatment Charges. Revenues from our copper concentrate sales are recorded net of treatment charges, which will vary with market conditions, sales volumes and the price of copper. Treatment charges totaled $2$8 million in first-quartersecond-quarter 2026, compared to $28$16 million in first-quartersecond-quarter 2025, $10 million for the first six months of 2026 and $43 million for the first six months of 2025. The 2026 periods primarily reflectingreflect lower treatment charge rates as a result of favorable market conditions and the lack of copper concentrate sales volumes in Indonesia now thatas PTFI is now a fully integrated producer of refined coppercopper, gold and gold.silver.

Export Duties and Royalties.Duties. Prior to the expiration of its export license in September 2025, PTFI was assessed export duties on copper concentrate sales at a rate of 7.5%. PTFI incurred export duties totaling $55$146 million in first-quartersecond-quarter 2025 and $202 million for the first six months of 2025. Refer to Note 11 of theour 2025 Form 10-K for further discussion.

Royalties. PTFI pays royalties on all copper and gold sales, the amount of which varies with sales volumes and metal prices. Royalties totaled $53$60 million in first-quartersecond-quarter 2026, $135 million in second-quarter 2025, $113 million for the first six months of 2026 and $68$203 million infor first-quarterthe first six months of 2025.

Mining Unit Site Production and Delivery Costs Per Pound. Site production and delivery costs for our copper mining operations primarily include labor, energy and other commodity-based inputs, such as sulfuric acid, steel, reagents, liners, tires and explosives. Consolidated unit site production and delivery costs (before net noncash and other costs) for our copper mines averaged $3.29$3.28 per pound of copper in first-quartersecond-quarter 2026 and $2.59for the first six months of 2026, compared to $2.71 per pound of copper in first-quartersecond-quarter 2025. First-quarter 2026 consolidated unit site production2025 and delivery costs exclude $0.62$2.65 per pound of copper for idle facility and restoration costs associated with the Mudfirst Rushsix Incident. Refer to “Operations” for further discussionmonths of unit net cash costs associated with our operating divisions, and to “Product Revenues and Production Costs” for reconciliations of per pound costs by operating division to production and delivery costs applicable to sales reported in our consolidated statements of income.2025.

Depreciation will vary under the unit-of-production (UOP) method as a result of changes in sales volumes and the related UOP rates at our mining operations. Consolidated depreciation, depletion and amortization (DD&A) totaled $514$523 million in first-quartersecond-quarter 20262026, (which included $93 million of non-inventoriable idle facility costs associated with the Mud Rush Incident) and $466$668 million in first-quartersecond-quarter 2025, $1.0 billion for the first six months of 2026 and $1.1 billion for the first six months of 2025. The increasedecrease in first-quarterDD&A in the 2026 DD&A,periods, compared to first-quarterthe 2025,2025 periods, primarily reflects lower UOP depreciation as a result of lower operating rates at PTFI, partly offset by higher depreciation associated with placing assets into service at our U.S. copper mines and at PTFI in 2025, partly offset by lower UOP depreciation as a result of lower operating rates at PTFI.2025.

Based on current sales volume estimates, consolidated DD&A is estimated to approximate $2.3 billion for the year 2026, including $0.3 billion forrecognized as idle facility costs associated with the MudSeptember Rush2025 Incident.external mud rush incident. Refer to Note 7 for further discussion of idle facility costs.

Environmental obligation costsobligations reflect net revisions to our long-term environmental obligations, which vary from period to period because of changes to environmental laws and regulations, the settlement of environmental matters and/or circumstances affecting our operations that could result in significant changes in our estimates. Shutdown costs include care-and-maintenance costs and any litigation, remediation or related expenditures associated with closed facilities or operations.

Net charges for environmental obligations and shutdown costs totaled $17$13 million in first-quartersecond-quarter 2026, $27 million in second-quarter 2025, $30 million for the first six months of 2026 and $10$37 million infor first-quarterthe first six months of 2025.