MOSAIC CO — Director's Dealing 2018

May 14, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MOSAIC CO (MOS)
CIK: 0001285785
Period of Report: 2018-05-02

Reporting Person: LUMPKINS ROBERT L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-02	Common Stock	P	4655	$27.14	Acquired	4655	Indirect
2018-05-03	Common Stock	G	4655	—	Disposed	0	Indirect
2018-05-03	Common Stock	G	4655	—	Acquired	13994	Direct
2018-05-14	Common Stock	M	3994	—	Acquired	17988	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-14	Restricted Stock Units	$0.0	M	5707	Disposed		Common Stock (5707.0)	Direct
2018-05-10	Restricted Stock Units	$0.0	A	5497	Acquired		Common Stock (5497.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2745	Indirect
Common Stock	26736	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0.0		Common Stock (10129.0)	10129	Direct
Restricted Stock Units	$0.0		Common Stock (10503.0)	10503	Direct

Footnotes

F1: On May 3, 2018, the reporting person indirectly held 4,655 shares of MOS common stock in a grantor retained annuity trust for the benefit of himself and his daughter ("GRAT #4). On that date, 4,655 of the shares were distributed by GRAT #4 to the reporting person in satisfaction of an annuity to the reporting person and was exempt from reporting under Rule 16a-13, following which 0 shares remained held by GRAT #4.

F2: The reporting person, pursuant to the terms of the Restricted Stock Unit Agreement under which the award of restricted stock units was made, elected to receive 30% of the restricted stock units in the form of cash with the balance paid in the form of shares of common stock at the time the award was paid.

F3: One-for-One

F4: The restricted stock units vested on the date of the issuer's 2016 Annual Meeting of Stockholders. Vested shares will be delivered to the reporting person on May 14, 2018.

F5: Not Applicable

F6: 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.

F7: 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.

F8: 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.