13D Filing: Icahn Capital LP and Freeport-Mcmoran Inc (FCX)

SCHEDULE 13D

Item 1. Security and Issuer

This statement constitutes Amendment No. 7 to the Schedule 13D relating to the shares of common stock, par value $0.10 per share (“Shares”), issued by Freeport-McMoRan Inc. (the “Issuer”), and hereby amends the Schedule 13D filed with the Securities and Exchange Commission on August 27, 2015, as amended by Amendment No. 1 to the Schedule 13D, filed with the Securities and Exchange Commission on September 18, 2015, Amendment No. 2 to the Schedule 13D, filed with the Securities and Exchange Commission on September 23, 2015, Amendment No. 3 to the Schedule 13D, filed with the Securities and Exchange Commission on October 7, 2015, Amendment No. 4 to the Schedule 13D, filed with the Securities and Exchange Commission on September 13, 2016, Amendment No. 5 to the Schedule 13D, filed with the Securities and Exchange Commission on November 23, 2016, and Amendment No. 6 to the Schedule 13D, filed with the Securities and Exchange Commission on June 9, 2017 (collectively, the “Schedule 13D”), to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.

(a) The Reporting Persons may be deemed to beneficially own, in the aggregate, 77,155,435 Shares, representing approximately 5.33% of the Issuer’s outstanding Shares (based upon the 1,447,590,668 Shares stated to be outstanding as of October 31, 2017 by the Issuer in the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017).

The first paragraph of Item 5(b) of the Schedule 13D is hereby amended by replacing it in its entirety with the following:

(b) High River has sole voting power and sole dispositive power with regard to 15,431,087 Shares. Each of Hopper, Barberry and Mr. Icahn has shared voting power and shared dispositive power with regard to such Shares. Icahn Master has sole voting power and sole dispositive power with regard to 25,108,645 Shares. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn has shared voting power and shared dispositive power with regard to such Shares. Icahn Partners has sole voting power and sole dispositive power with regard to 36,615,703 Shares. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn has shared voting power and shared dispositive power with regard to such Shares.