MOSAIC CO — Director's Dealing 2012

Jul 31, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOSAIC CO (MOS)
CIK: 0001285785
Period of Report: 2012-07-27

Reporting Person: O'Rourke James Calvin (Executive VP - Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-27	Common Stock	M	11381	$0.00	Acquired	20600	Direct
2012-07-27	Common Stock	F	4563	$58.73	Disposed	16037	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-27	Restricted Stock Units	$0.00	M	11381	Disposed		Common Stock (11381)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$52.72	2019-07-27	Common Stock (12019)	12019	Direct
Stock Option (Right to Buy)	$44.93	2020-07-27	Common Stock (20259)	20259	Direct
Restricted Stock Units	$0.00		Common Stock (11128)	11128	Direct
Stock Option (Right to Buy)	$70.62	2021-07-21	Common Stock (16150)	16150	Direct
Restricted Stock Units	$0.00		Common Stock (7080)	7080	Direct
Stock Option (Right to Buy)	$57.62	2022-07-19	Common Stock (27681)	27681	Direct
Restricted Stock Units	$0.00		Common Stock (10992)	10992	Direct

Footnotes

F1: One-for-One

F2: Not Applicable

F3: Grant Date 07/27/2010; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.

F4: Grant Date 07/21/2011; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.

F5: Grant Date 07/19/2012; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.

F6: Shares withheld to cover tax liability incurred as a result of vesting of Restricted Stock Units.

F7: This Stock Option is 100% exercisable.