Edgar Filing: MOSAIC CO

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

MACK RICHARD L

2. Issuer Name and Ticker or Trading Symbol
MOSAIC CO [MOS]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP, Chief Financial Officer

(Last)

(First)

(Middle)

C/O THE MOSAIC COMPANY, 3033 CAMPUS DRIVE, SUITE E490

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2016

(Street)

PLYMOUTH, MN 55441

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								85,024	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (Right to Buy)

$ 15.45

⁽¹⁾

08/04/2016

Common Stock

47,319

Stock Option (Right to Buy)

$ 40.03

⁽¹⁾

08/02/2017

Common Stock

19,368

Stock Option (Right to Buy)

$ 127.21

⁽¹⁾

07/31/2018

Common Stock

5,486

Stock Option (Right to Buy)

$ 52.72

⁽¹⁾

07/27/2019

Common Stock

10,216

Stock Option (Right to Buy)

$ 44.93

⁽¹⁾

07/27/2020

Common Stock

15,194

Stock Option (Right to Buy)

$ 70.62

⁽¹⁾

07/21/2021

Common Stock

10,767

Stock Option (Right to Buy)

$ 57.62

⁽¹⁾

07/19/2022

Common Stock

17,483

Restricted Stock Units

$ 0 ⁽²⁾

07/18/2016

⁽³⁾

Common Stock

7,403

Stock Option (Right to Buy)

$ 54.03

⁽⁴⁾

07/18/2023

Common Stock

18,939

Restricted Stock Units

$ 0 ⁽²⁾

03/07/2017

⁽³⁾

Common Stock

8,043

Stock Option (Right to Buy)

$ 49.73

⁽⁵⁾

03/07/2024

Common Stock

21,288

Stock Option (Right to Buy)

$ 50.43

⁽⁶⁾

03/05/2025

Common Stock

24,249

Restricted Stock Units

$ 0 ⁽²⁾

⁽⁷⁾

⁽³⁾

Common Stock

21,949

Stock Option (Right to Buy)

$ 28.49

03/03/2016

48,202

⁽⁸⁾

03/03/2026

Common Stock

48,202

$ 0

48,202

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
MACK RICHARD L C/O THE MOSAIC COMPANY 3033 CAMPUS DRIVE, SUITE E490 PLYMOUTH, MN 55441			EVP, Chief Financial Officer

Signatures

/s/ Mark J. Isaacson, Attorney-in-Fact for Richard L. Mack		03/03/2016
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This Stock Option is 100% exercisable.
(2)	One-for-One
(3)	Not Applicable
(4)	Grant Date 07/18/2013; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(5)	Grant Date 03/07/2014; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(6)	Grant Date 03/05/2015; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(7)	Grant Date 5/14/2015; restricted stock units vest in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.
(8)	Grant Date 03/03/2016; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.

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