Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Document Type | DEF 14A |
Entity Registrant Name | Freeport-McMoRan Inc. |
Entity Central Index Key | 0000831259 |
Amendment Flag | false |
Pay vs Performance Disclosure
Pay vs Performance Disclosure | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | The following section has been prepared in accordance with the SEC’s new pay versus performance disclosure rules mandated by the Dodd-Frank Act. Under these rules, the SEC has developed a new way to calculate executive pay, referred to as “compensation actually paid,” or CAP, which amounts are then compared to certain performance measures defined by the SEC. The CAP does not reflect the value received or realized by our NEOs or how the compensation committee evaluates compensation decisions in light of company performance. Please refer to “Compensation Discussion and Analysis” on page 40 for a discussion of our executive compensation program objectives and the ways in which we design our program to align executive compensation with company performance. The CAP values are derived from the total compensation amounts reported in the Summary Compensation Table, but adjusts those amounts to replace the grant date fair values of equity awards granted during the year with the fair value of equity awards granted during the year as of the end of the year, plus changes in fair value of any outstanding unvested awards granted in prior years. Thus, unlike the Summary Compensation Table that only factors in current year equity awards, the CAP reflects year-over-year changes in value of all outstanding unvested equity awards and equity awards vesting during the year. The CAP values also replace the change in pension value reported with the pension plan service cost or prior service cost for the year. Year Summary (1) Compensation (2) Average (3) Average (4) Value of Initial Fixed $100 Net Income (6) Return on (7) Total tockholder Peer Group (5) 2022 $ 20,521,929 $ 7,164,637 $ 5,191,453 $ 3,931,649 297.71 178.99 $ 3,468 26.79% 2021 19,111,894 75,686,762 4,086,801 14,711,132 321.27 157.75 4,306 38.50% 2020 16,720,881 71,047,496 4,976,641 23,276,187 199.07 116.44 599 11.69% | ||
Company Selected Measure Name | ROI | ||
Named Executive Officers, Footnote [Text Block] | (1) For each fiscal year included in the table, Richard C. Adkerson | ||
Peer Group Issuers, Footnote [Text Block] | (5) Represents the weighted peer group total stockholder return, or “TSR,” weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the following published industry index: S&P Metals and Mining Select Industry Index, which is the industry line peer group reported in our performance graph under Item 201(e) of Regulation S-K included in our Annual Report. | ||
PEO Total Compensation Amount | $ 20,521,929 | $ 19,111,894 | $ 16,720,881 |
PEO Actually Paid Compensation Amount | $ 7,164,637 | 75,686,762 | 71,047,496 |
Adjustment To PEO Compensation, Footnote [Text Block] | (2) The amounts reported in this column represent the CAP for Mr. Adkerson, as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual amount of compensation earned by or delivered to Mr. Adkerson during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to Mr. Adkerson’s total compensation for each year reflected in the Summary Compensation Table (SCT) to determine the CAP values. Mr. Adkerson has reached the maximum years of service under the SERP and thus Freeport did not recognize a service cost for him during any of the years reflected in the table. SCT to CAP Reconciliation — PEO (A) Adjust Value of Current Adjust For Incremental Increase/(Decrease) Year SCT Total Subtract Subtract Add Add Add Forfeited Accrued CAP 2022 $ 20,521,929 $ (3,505,075) $ (11,036,050) $ 10,018,375 $ (5,674,233) $ (4,664,116) $ — $ 1,503,807 $ 7,164,637 2021 19,111,894 (3,163,533) (9,818,515) 24,933,600 25,690,784 18,530,775 — 401,757 75,686,762 2020 16,720,881 (2,869,719) (9,683,022) 39,619,191 23,782,666 3,477,499 — — 71,047,496 (A) In determining the fair value of unvested equity awards, we applied the same methodology used to determine grant date fair value of equity awards for purposes of accounting for share-based payments as described in our 2022 Form 10-K, but calculated fair value as of the last day of the year. Factors impacting the fair value of the equity awards primarily relate to the price of our common stock at year end, as well as the projected and actual achievement of performance goals related to our PSUs. | ||
Non-PEO NEO Average Total Compensation Amount | $ 5,191,453 | 4,086,801 | 4,976,641 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 3,931,649 | 14,711,132 | 23,276,187 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (3) Our NEOs (other than Mr. Adkerson) for each fiscal year included in the table were as follows: 2022 – Kathleen L. Quirk, Maree E. Robertson, Stephen T. Higgins, and Douglas N. Currault II; 2021 – Kathleen L. Quirk, Stephen T. Higgins, and Douglas N. Currault II; 2020 – Kathleen L. Quirk and Harry M. Conger. The amounts reported in this column represent the average of the total compensation reported for each named executive officer (excluding Mr. Adkerson) in the Summary Compensation Table in each applicable year. (4) The amounts reported in this column represent the average CAP for the NEOs as a group (excluding Mr. Adkerson), as computed in accordance with Item 402(v) of Regulation S-K. The amounts do not reflect the actual average amount of compensation earned by or delivered to the NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments reflected in the table below were made to the average total compensation for the NEOs for each year reflected in the Summary Compensation Table on page 53 to determine the CAP values. Mr. Conger and Mr. Higgins, the only other NEOs who have pension benefits, each reached the maximum years of service under the SRP and thus Freeport did not recognize a service cost for either executive during any of the years reflected in the table. SCT to CAP Reconciliation — Average of All Other NEOs (A) Adjust Value of Current Adjust For Incremental Increase/(Decrease) Year SCT Total Subtract Subtract Add Add Add Forfeited Accrued CAP 2022 $ 5,191,453 $ — $ (3,358,315) $ 2,970,644 $ (600,525) $ (459,070) $ — $ 187,462 $ 3,931,649 2021 4,086,801 — (2,132,295) 4,334,855 4,842,400 3,498,433 — 80,938 14,711,132 2020 4,976,641 (151,488) (3,541,824) 11,427,713 9,245,824 1,569,827 (248,590) (1,917) 23,276,187 (A) In determining the fair value of unvested equity awards, we applied the same methodology used to determine grant date fair value of equity awards for purposes of accounting for share-based payments as described in our 2022 Form 10-K, but calculated fair value as of the last day of the year. Factors impacting the fair value of the equity awards primarily relate to the price of our common stock at year end, as well as the projected and actual achievement of performance goals related to our PSUs. | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Comparison of Compensation Actually | ||
Compensation Actually Paid vs. Net Income [Text Block] | Comparison of Compensation Actually | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | Comparison of Compensation Actually | ||
Total Shareholder Return Vs Peer Group [Text Block] | Value of Initial Fixed $100 Investment Based on | ||
Tabular List [Table Text Block] | Performance Measures As described in greater detail in “Compensation Discussion and Analysis,” our executive compensation program reflects a pay-for-performance philosophy. The metrics that we use under our AIP and LTIP are selected with the objective of linking our NEO’s compensation to the key metrics driving our future growth and incentivizing our NEOs to focus on critical elements of our strategic priorities each year. In accordance with the requirements of Item 402(v) of Regulation S-K, the most important financial and non-financial performance measures used to link executive compensation actually paid to our NEOs, for the most recently completed fiscal year, to our performance are as follows: MOST IMPORTANT PERFORMANCE MEASURES (WITHOUT RANKING) ■ Return on Investment ■ Consolidated Adjusted EBITDA ■ Relative TSR ■ Copper Sales | ||
Total Shareholder Return Amount | $ 297.71 | 321.27 | 199.07 |
Peer Group Total Shareholder Return Amount | 178.99 | 157.75 | 116.44 |
Net Income (Loss) | $ 3,468,000,000 | $ 4,306,000,000 | $ 599,000,000 |
Company Selected Measure Amount | 0.2679 | 0.3850 | 0.1169 |
PEO Name | Richard C. Adkerson | Richard C. Adkerson | Richard C. Adkerson |
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Return on Investment | ||
Non-GAAP Measure Description [Text Block] | (7) While we use numerous financial and non-financial performance measures for the purpose of evaluating performance under our AIP and LTIP, we believe that ROI | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Consolidated Adjusted EBITDA | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Relative TSR | ||
Measure [Axis]: 4 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Copper Sales | ||
P E O Subtract Pension Value Reported In S C T [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (3,505,075) | $ (3,163,533) | $ (2,869,719) |
P E O Subtract Grant Date Fair Value As Reported In S C T [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (11,036,050) | (9,818,515) | (9,683,022) |
P E O Add Fair Value At 12. 31 [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 10,018,375 | 24,933,600 | 39,619,191 |
P E O Add Change In Fair Value Of Unvested Awards As Of 12. 31 [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (5,674,233) | 25,690,784 | 23,782,666 |
P E O Add Change In Fair Value Of Vested Awards During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (4,664,116) | 18,530,775 | 3,477,499 |
P E O Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | 0 |
P E O Accrued Dividend Equivalents [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,503,807 | 401,757 | 0 |
N E O Subtract Pension Value Reported In S C T [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | (151,488) |
N E O Subtract Grant Date Fair Value As Reported In S C T [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (3,358,315) | (2,132,295) | (3,541,824) |
N E O Add Fair Value At 12. 31 [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 2,970,644 | 4,334,855 | 11,427,713 |
N E O Add Change In Fair Value Of Unvested Awards As Of 12. 31 [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (600,525) | 4,842,400 | 9,245,824 |
N E O Add Change In Fair Value Of Awards Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (459,070) | 3,498,433 | 1,569,827 |
N E O Forfeited During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | (248,590) |
N E O Accrued Dividend Equivalents [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 187,462 | $ 80,938 | $ (1,917) |