10q10k10q10k.net

What changed in Mosaic Company (The)'s 10-K — 2024 vs 2025

vs

Paragraph-level year-over-year comparison of Mosaic Company (The)'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+381 added−399 removedSource: 10-K (2026-02-27) vs 10-K (2025-03-03)

Top changes in Mosaic Company (The)'s 2025 10-K

381 paragraphs added · 399 removed · 348 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

112 edited+10 added−18 removed102 unchanged
Biggest changeWe also market our Potash segment’s products through our Mosaic Fertilizantes segment and our China and India distribution businesses, which acquire potash primarily through Canpotex. The countries that account for the largest amount of international potash sales, by volume, are Brazil, China, Indonesia, India and Belgium.
Biggest changeOur entitlement percentage of Canpotex was 36.2%, however in 2025 the percentage was 35.9% as a result of production shortages. Our potash exports from Carlsbad are sold through our own sales force. We also market our Potash segment’s products through our Mosaic Fertilizantes segment and our China and India distribution businesses, which acquire potash primarily through Canpotex.
We process rock into finished phosphate products at facilities in Florida, Louisiana and Brazil. We are typically one of the top four global potash producers in the world. We mine potash in Saskatchewan, New Mexico and Brazil. We have other production, blending or distribution operations in Brazil, China, India and Paraguay.
We process rock into finished phosphate products at facilities in Florida, Louisiana and Brazil. We are typically one of the top four global potash producers in the world. We mine potash in Saskatchewan and New Mexico. We have other production, blending or distribution operations in Brazil, China, India and Paraguay.
We believe these sources to be reliable, but there can be no assurance as to the accuracy and completeness of such information. We have not independently verified the data from third-party sources, nor have we ascertained the underlying economic assumptions relied 2 Table of Content upon therein.
We believe these sources 2 Table of Content to be reliable, but there can be no assurance as to the accuracy and completeness of such information. We have not independently verified the data from third-party sources, nor have we ascertained the underlying economic assumptions relied upon therein.
Our Canadian operations purchase physical natural gas from companies in Alberta and Saskatchewan using AECO price indices references and transport the gas to our plants via the TransGas pipeline system. The 9 Table of Content U.S. potash operation in New Mexico purchases physical gas in the southwest respective regional market using the El Paso San Juan Basin market pricing reference.
Our Canadian operations purchase physical natural gas from companies in Alberta and 9 Table of Content Saskatchewan using AECO price indices references and transport the gas to our plants via the TransGas pipeline system. The U.S. potash operation in New Mexico purchases physical gas in the southwest respective regional market using the El Paso San Juan Basin market pricing reference.
Alternative transportation and terminaling facilities might not have sufficient capacity to fully serve all of our facilities in the event of a disruption to current transportation or terminaling facilities. Changes in the price of sulfur or disruptions to sulfur transportation or terminaling facilities could have a material impact on our business.
Alternative transportation and terminaling facilities might not have sufficient capacity to fully serve all of our facilities in the event of a disruption to current transportation or terminaling facilities. Changes in the price of sulfur or disruptions to sulfur transportation or terminaling facilities could have a material impact on our business.
Phosphate Crop Nutrients and Animal Feed Ingredients Our U.S. Phosphates operations have capacity to produce approximately 4.5 million tonnes of phosphoric acid (“ P 2 O 5 ”) per year, or about 7% of world annual capacity and about 60% of North American annual capacity. P 2 O 5 is produced by reacting finely ground phosphate rock with sulfuric acid.
Phosphate Crop Nutrients and Animal Feed Ingredients Our U.S. Phosphate operations have capacity to produce approximately 4.5 million tonnes of phosphoric acid (“ P 2 O 5 ”) per year, or about 7% of world annual capacity and about 60% of North American annual capacity. P 2 O 5 is produced by reacting finely ground phosphate rock with sulfuric acid.
This information is incorporated by reference into this section from Part II, Item 8, “Financial Statements and Supplementary Data”. Phosphates Segment Our Phosphates business segment owns and operates mines and production facilities in Florida which produce concentrated phosphate crop nutrients and phosphate-based animal feed ingredients, and processing plants in Louisiana which produce concentrated phosphate crop nutrients.
This information is incorporated by reference into this section from Part II, Item 8, “Financial Statements and Supplementary Data”. Phosphate Segment Our Phosphate business segment owns and operates mines and production facilities in Florida which produce concentrated phosphate crop nutrients and phosphate-based animal feed ingredients, and processing plants in Louisiana which produce concentrated phosphate crop nutrients.
Some of our land holdings are needed to operate our Phosphates business, while a portion of our land assets, such as certain reclaimed properties, are no longer required for our ongoing operations. As a general matter, more of our reclaimed property becomes available for uses other than for phosphate operations each year.
Some of our land holdings are needed to operate our Phosphate business, while a portion of our land assets, such as certain reclaimed properties, are no longer required for our ongoing operations. As a general matter, more of our reclaimed property becomes available for uses other than for phosphate operations each year.
Annual capacity by plant as of December 31, 2024 and production volumes by plant for 2024 are listed below: (tonnes in millions) Phosphoric Acid Processed Phosphate (a) /DAP/MAP/ MicroEssentials ® /Feed Phosphate Operational Capacity (b) Operational Capacity (b) Facility Production (c) Production (c) Florida: Bartow 1.1 0.9 2.5 2.0 New Wales 1.7 1.0 4.0 2.3 Riverview 0.9 0.5 1.8 0.9 3.7 2.4 8.3 5.2 Louisiana: Faustina — — 1.6 1.1 Uncle Sam 0.8 0.5 — — 0.8 0.5 1.6 1.1 Total 4.5 2.9 9.9 6.3 ______________________________ (a) Our ability to produce processed phosphate has been less than our annual operational capacity stated in the table above, except to the extent we purchase P 2 O 5 .
Annual capacity by plant as of December 31, 2025 and production volumes by plant for 2025 are listed below: (tonnes in millions) Phosphoric Acid Processed Phosphate (a) /DAP/MAP/ MicroEssentials ® /Feed Phosphate Operational Capacity (b) Operational Capacity (b) Facility Production (c) Production (c) Florida: Bartow 1.1 0.8 2.5 1.9 New Wales 1.7 1.0 4.0 2.1 Riverview 0.9 0.6 1.8 1.2 3.7 2.4 8.3 5.2 Louisiana: Faustina — — 1.6 1.1 Uncle Sam 0.8 0.5 — — 0.8 0.5 1.6 1.1 Total 4.5 2.9 9.9 6.3 ______________________________ (a) Our ability to produce processed phosphate has been less than our annual operational capacity stated in the table above, except to the extent we purchase P 2 O 5 .
We also have an extensive network of distribution facilities internationally, including in the key growth regions of South America and Asia, with port terminals, warehouses and blending plants in Brazil, Paraguay, China and India. Our global presence allows us to efficiently serve customers in approximately 40 countries. Phosphates Segment Our Phosphates segment operates in a highly competitive global market.
We also have an extensive network of distribution facilities internationally, including in the key growth regions of South America and Asia, with port terminals, warehouses and blending plants in Brazil, Paraguay, China and India. Our global presence allows us to efficiently serve customers in approximately 40 countries. Phosphate Segment Our Phosphate segment operates in a highly competitive global market.
We are publicly traded on the New York Stock Exchange under the ticker symbol “MOS” and are headquartered in Tampa, Florida. We conduct our business through wholly- and majority-owned subsidiaries as well as businesses in which we own less than a majority or a non-controlling interest. We are organized into three reportable business segments: Phosphates, Potash and Mosaic Fertilizantes.
We are publicly traded on the New York Stock Exchange under the ticker symbol “MOS” and are headquartered in Tampa, Florida. We conduct our business through wholly- and majority-owned subsidiaries as well as businesses in which we own less than a majority or a non-controlling interest. We are organized into three reportable business segments: Phosphate, Potash and Mosaic Fertilizantes.
We have a 75% economic interest in the Miski Mayo Phosphate Mine in Peru ( “ Miski Mayo Mine ” ), which is included in the results of our Phosphates segment.
We have a 75% economic interest in the Miski Mayo Phosphate Mine in Peru ( “ Miski Mayo Mine ” ), which is included in the results of our Phosphate segment.
P 2 O 5 is the key building block for the production of high analysis or concentrated phosphate crop nutrients and animal feed products and is the most comprehensive measure of phosphate capacity and production and a commonly used benchmark in our industry. Our U.S. P 2 O 5 production totaled approximately 2.9 million tonnes during 2024.
P 2 O 5 is the key building block for the production of high analysis or concentrated phosphate crop nutrients and animal feed products and is the most comprehensive measure of phosphate capacity and production and a commonly used benchmark in our industry. Our U.S. P 2 O 5 production totaled approximately 2.9 million tonnes during 2025.
Other Products With a strong brand position in a multi-billion dollar animal feed ingredients global market, our Phosphates segment supplies animal feed ingredients for poultry and livestock to customers in North America, Latin America and Asia. Our potash sales to non-agricultural users are primarily to large industrial accounts and the animal feed industry.
Other Products With a strong brand position in a multi-billion dollar animal feed ingredients global market, our Phosphate segment supplies animal feed ingredients for poultry and livestock to customers in North America, Latin America and Asia. Our potash sales to non-agricultural users are primarily to large industrial accounts and the animal feed industry.
The Program aligns to Mosaic’s strategic priorities and our 2025 Environmental, Social and Governance performance goals. Employees can take advantage of Company matching funds through financial contributions, volunteering on personal time, or both. In North America this can be up to $2,000 annually.
The Program aligns to Mosaic’s strategic priorities and our 2025 Environmental, Social and Governance performance goals. Employees can take advantage of Company matching funds through financial contributions, volunteering on personal time, or both. In North America, this can be up to $2,000 annually per employee.
We account for approximately 66% of estimated North American annual production of concentrated phosphate crop nutrients. 1 Table of Content Potash Segment – We sell potash throughout North America and internationally, principally as fertilizer, but also for use in industrial applications and, to a lesser degree, as animal feed ingredients.
We account for approximately 72% of estimated North American annual production of concentrated phosphate crop nutrients. 1 Table of Content Potash Segment – We sell potash throughout North America and internationally, principally as fertilizer, but also for use in industrial applications and, to a lesser degree, as animal feed ingredients.
In addition to five phosphate rock mines, four chemical plants and a potash mine in Brazil, this segment consists of sales offices, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay. The Mosaic Fertilizantes segment also serves as a distribution outlet for our Phosphates and Potash segments.
In addition to five phosphate rock mines and four chemical plants in Brazil, this segment consists of sales offices, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay. The Mosaic Fertilizantes segment also serves as a distribution outlet for our Phosphate and Potash segments.
Although ammonia is readily available from many different suppliers and can be transported to our Phosphates facilities by a variety of means, ammonia is an important raw material used in our business that has in the past been, and may in the future be, the subject of volatile pricing.
Although ammonia is readily available from many different suppliers and can be transported to our Phosphate facilities by a variety of means, ammonia is an important raw material used in our business that has in the past been, and may in the future be, the subject of volatile pricing.
During 2024, we operated five properties; Araxá, Patrocínio and Tapira in the state of Minas Gerais; Catalão in the state of Goiás; and Cajati in the state of São Paulo. Production of one tonne of MAP requires 1.6 to 1.7 tonnes of phosphate rock. Production of one tonne of SSP requires between 0.6 to 0.7 tonnes of phosphate rock.
During 2025, we operated five properties; Araxá, Patrocínio and Tapira in the state of Minas Gerais; Catalão in the state of Goiás; and Cajati in the state of São Paulo. Production of one tonne of MAP requires 1.6 to 1.7 tonnes of phosphate rock. Production of one tonne of SSP requires between 0.6 to 0.7 tonnes of phosphate rock.
Before that, Mr. Bodine held various plant and mine development management positions in the Phosphates segment beginning with Mosaic’s formation in 2004. Walter F. Precourt III . Mr. Precourt was elected our Senior Vice President and Chief Administrative Officer in November 2023. In this role, Mr.
Before that, Mr. Bodine held various plant and mine development management positions in the Phosphate segment beginning with Mosaic’s formation in 2004. Walter F. Precourt III . Mr. Precourt was elected our Senior Vice President and Chief Administrative Officer in November 2023. In this role, Mr.
We account for approximately 12% of estimated world annual production and 35% of estimated North American annual production. 8 Table of Content The following table shows, for each of our potash mines, annual capacity as of December 31, 2024 and finished product output for 2024: (tonnes in millions) Facility Annualized Proven Peaking Capacity (a)(c) Annual Operational Capacity (a)(b)(e) Finished Product (b) Canada Belle Plaine—MOP (d) 3.9 3.0 3.0 Colonsay—MOP (d)(f) 2.6 1.5 0.6 Esterhazy—MOP (d)(g) 6.3 6.3 4.7 Canadian Total 12.8 10.8 8.3 United States Carlsbad—K-Mag ®(h) 0.9 0.7 0.5 United States Total 0.9 0.7 0.5 Totals 13.7 11.5 8.8 ______________________________ (a) Finished product.
We account for approximately 12% of estimated world annual production and 34% of estimated North American annual production. 8 Table of Content The following table shows, for each of our potash mines, annual capacity as of December 31, 2025 and finished product output for 2025: (tonnes in millions) Facility Annualized Proven Peaking Capacity (a)(c) Annual Operational Capacity (a)(b)(e) Finished Product (b) Canada Belle Plaine—MOP (d) 3.9 3.0 3.0 Colonsay—MOP (d)(f) 2.6 1.5 0.8 Esterhazy—MOP (d)(g) 6.3 6.3 4.7 Canadian Total 12.8 10.8 8.5 United States Carlsbad—K-Mag ®(h) 0.9 0.7 0.3 United States Total 0.9 0.7 0.3 Totals 13.7 11.5 8.8 ______________________________ (a) Finished product.
He previously served as our Senior Vice President - North America from April 2020 to August 2023, and as our Senior Vice President - Phosphates from January 2019 to April 2020 during which time he also provided executive oversight for the corporate procurement organization. Prior to that, Mr.
He previously served as our Senior Vice President - North America from April 2020 to August 2023, and as our Senior Vice President - Phosphate from January 2019 to April 2020 during which time he also provided executive oversight for the corporate procurement organization. Prior to that, Mr.
Our U.S. operations account for approximately 6% of estimated global annual production and 53% of estimated North American annual output of P 2 O 5 . Our phosphate crop nutrient products are marketed worldwide to crop nutrient manufacturers, distributors, retailers and farmers.
Our U.S. operations account for approximately 6% of estimated global annual production and 55% of estimated North American annual output of P 2 O 5 . Our phosphate crop nutrient products are marketed worldwide to crop nutrient manufacturers, distributors, retailers and farmers.
Mosaic offers companywide educational reimbursement programs to help employees in each of our operating companies acquire new skills and capabilities to better meet their job responsibilities and provide for future career opportunities within the Company.
Mosaic offers companywide educational reimbursement programs to help employees in each of our operating areas acquire new skills and capabilities to better meet their job responsibilities and provide for future career opportunities within the Company.
We typically purchase approximately 12.0 million MM BTU of natural gas per year for use in ammonia production at Faustina. Our ammonia requirements for our Florida operations are purchased rather than manufactured on site.
We typically purchase approximately 12.7 million MM BTU of natural gas per year for use in ammonia production at Faustina. Our ammonia requirements for our Florida operations are purchased rather than manufactured on site.
International Outside of the U.S. and Canada, we market our Phosphates segment’s products through our Mosaic Fertilizantes segment and our China and India distribution businesses, as well as a sales force focused on geographies outside of North America.
International Outside of the U.S. and Canada, we market our Phosphate segment’s products through our Mosaic Fertilizantes segment and our China and India distribution businesses, as well as a sales force focused on geographies outside of North America.
From these facilities, we distribute Mosaic-produced phosphate and potash products for customers who in turn resell the product into the distribution channel or directly to farmers in the U.S. and Canada. 13 Table of Content We own port facilities in Tampa, Florida which have deep water berth capabilities providing access to the Gulf Coast of the United States.
From these facilities, we distribute Mosaic-produced phosphate and potash products for customers who in turn resell the product into the distribution channel or directly to farmers in the U.S. and Canada. We own port facilities in Tampa, Florida which have deep water berth capabilities providing access to the Gulf Coast of the United States.
Phosphates Segment – We sell phosphate-based crop nutrients and animal feed ingredients throughout North America and internationally.
Phosphate Segment – We sell phosphate-based crop nutrients and animal feed ingredients throughout North America and internationally.
Therefore, while we typically purchase approximately 3.2 million MM BTU of natural gas per year in Florida, it is only used as a thermal fuel for various phosphate production processes.
Therefore, while we typically purchase approximately 3.0 million MM BTU of natural gas per year in Florida, it is only used as a thermal fuel for various phosphate production processes.
We are proud to support organizations and initiatives that create growth and leave a lasting impact in our communities in three main focus areas: food, water and local community. In 2023, we invested $16.7 million.
We are proud to support organizations and initiatives that create growth and leave a lasting impact in our communities in three main focus areas: food, water and local community. In 2024, we invested $16.7 million.
We have included additional information about these and other developments in our business during 2024 in our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“ Management’s Analysis ”) and in the Notes to Consolidated Financial Statements.
We have included additional information about these and other developments in our business during 2025 in our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“ Management’s Analysis ”) and in the Notes to Consolidated Financial Statements.
Although sulfur is readily available from many different suppliers and can be transported to our phosphate facilities by a variety of means, sulfur is an important raw material used in our business that has in the past been, and could in the future be, subject to volatile pricing and availability.
Although sulfur is readily available from many different suppliers and can be transported to our phosphate facilities by a variety of means, sulfur is an important raw material used in our business that has in the past been, and could in the future be, 12 Table of Content subject to volatile pricing and availability.
We account for approximately 35% of estimated North American annual potash production. Mosaic Fertilizantes Segment – We produce and sell phosphate- and potash-based crop nutrients, and animal feed ingredients, in Brazil.
We account for approximately 34% of estimated North American annual potash production. Mosaic Fertilizantes Segment – We produce and sell phosphate- and potash-based crop nutrients, and animal feed ingredients, in Brazil.
The majority of natural gas is purchased through firm delivery contracts based on published index-based prices and is sourced from Texas and Louisiana via pipelines interconnected to the Henry Hub. We use over-the-counter swap and/or option contracts to forward price portions of future natural gas purchases.
The majority of natural gas is purchased through firm delivery contracts based on published index-based prices and is 6 Table of Content sourced from Texas and Louisiana via pipelines interconnected to the Henry Hub. We use over-the-counter swap and/or option contracts to forward price portions of future natural gas purchases.
He also served as the chairman of the Board of Directors of VLI S.A., as a senior business development advisor for the Natural Resources Group of Accenture and was a consultant at McKinsey and 19 Table of Content Company and at various leadership roles in The Brazilian Development Bank in the areas of capital Markets, export finance and infrastructure.
He also served as the chairman of the Board of Directors of VLI S.A., as a senior business development advisor for the Natural Resources Group of Accenture and was a consultant at McKinsey and Company and at various leadership roles in The Brazilian Development Bank in the areas of capital markets, export finance and infrastructure.
In addition to our production facilities, to service the needs of our customers, we own or have contractual throughput or other arrangements at strategically located distribution warehouses along or near the Mississippi and Ohio Rivers, as well as in other key agricultural regions of the U.S. and Canada.
In addition to our production facilities, to service the needs of our customers, we own or have contractual throughput or other arrangements at strategically located distribution warehouses along or near 13 Table of Content the Mississippi and Ohio Rivers, as well as in other key agricultural regions of the U.S. and Canada.
We have included a further discussion of the Canadian resource taxes and royalties in our Management’s Analysis. 7 Table of Content The map below shows the location of each of our potash properties in North America: Our North American potash annualized operational capacity totals 11.5 million tonnes of product per year and accounts for approximately 14% of world annual capacity and 41% of North American annual operational capacity.
We have included a further discussion of the Canadian resource taxes and royalties in our Management’s Analysis. 7 Table of Content The map below shows the location of each of our potash properties in North America: Our North American potash annualized operational capacity totals 11.5 million tonnes of product per year and accounts for approximately 13% of world annual capacity and 38% of North American annual operational capacity.
This includes approximately 720 salaried employees at the Miski Mayo Mine, of which we own 75% and its results are consolidated within our results of operations. 16 Table of Content Labor Relations As of December 31, 2024: • We had eight collective bargaining agreements with unions covering certain hourly employees in the U.S. and Canada.
This includes approximately 719 salaried employees at the Miski Mayo Mine, of which we own 75% and its results are consolidated within our results of operations. 16 Table of Content Labor Relations As of December 31, 2025: • We had eight collective bargaining agreements with unions covering certain hourly employees in the U.S. and Canada.
During 2024, we operated three active mines in Florida: Four Corners, South Fort Meade and Wingate. We plan to explore and develop the DeSoto property and the South Pasture property, which was previously idled, to offset future depletion at our Florida properties.
During 2025, we operated three active mines in Florida: Four Corners, South Fort Meade and Wingate. We plan to explore and develop the DeSoto property, the Pioneer property and the South Pasture property, which was previously idled, to offset future depletion at our Florida properties.
In 2024, Mosaic Fertilizantes sold approximately 9.0 million tonnes of crop nutrient products and accounted for approximately 18% of fertilizer shipments in Brazil. We have the capability to annually produce approximately 4.5 million tonnes of phosphate- and potash-based crop nutrients and animal feed ingredients. Crop nutrient products produced are marketed to crop nutrient manufacturers, distributors, retailers and farmers.
In 2025, Mosaic Fertilizantes sold approximately 9.0 million tonnes of crop nutrient products and accounted for approximately 17% of fertilizer shipments in Brazil. We have the capability to annually produce approximately 4.5 million tonnes of phosphate- and potash-based crop nutrients and animal feed ingredients. Crop nutrient products produced are marketed to crop nutrient manufacturers, distributors, retailers and farmers.
Swager 54 Executive Vice President - Operations Yijun (“Jenny”) Wang 57 Executive Vice President - Commercial Philip E. Bauer . Mr. Bauer was promoted to Senior Vice President, General Counsel and Corporate Secretary in January 2023. Since joining Mosaic in 2007, Mr. Bauer has managed legal support for business development activities, potash operations, offshore finance, commercial transactions and corporate governance.
Swager 55 Executive Vice President - Operations Yijun (“Jenny”) Wang 58 Executive Vice President - Commercial Philip E. Bauer . Mr. Bauer was promoted to Senior Vice President, General Counsel and Corporate Secretary in January 2023. Since joining Mosaic in 2007, Mr. Bauer has managed legal support for business development activities, potash operations, offshore finance, commercial transactions and corporate governance.
Our Florida phosphate rock mines produced approximately 8.9 million tonnes in 2024 and accounted for approximately 47% of estimated North American annual production. We are the world’s second largest miner of phosphate rock (excluding China) and currently operate four mines in North America with a combined annual capacity of 17.2 million tonnes.
Our Florida phosphate rock mines produced approximately 9.5 million tonnes in 2025 and accounted for approximately 47% of estimated North American annual production. We are the world’s second largest miner of phosphate rock (excluding China) and currently operate four mines in North America with a combined annual capacity of 17.2 million tonnes.
The management system defines processes that help support a safe work environment and establish a continuous improvement cycle to adjust for changing conditions and identified risks. 17 Table of Content Global Worker Wellness –Extending beyond safety, our wellness programs seek to improve the well-being of our employees – and their families – in the areas of physical and psychological health, and financial security.
The management system defines processes that help support a safe work environment and establish a continuous improvement cycle to adjust for changing conditions and identified risks. 17 Table of Content Global Worker Wellness –Extending beyond safety, our wellness programs are designed to enhance the well-being of our employees – and their families – in the areas of physical and psychological health, and financial security.
While the official 2024 investment data will be available in February 2025, preliminary data indicates continued strong support in these areas with investments of over $12 million. In addition to philanthropic grants and sponsorships of local programs, we also support and facilitate volunteerism by our employees.
While the official 2025 investment data will be available in February 2026, preliminary data indicates continued strong support in these areas with investments of over $15 million. In addition to philanthropic grants and sponsorships of local programs, we also support and facilitate volunteerism by our employees.
We have included a discussion of sulfur prices in our Management’s Analysis. Ammonia We use ammonia together with P 2 O 5 to produce DAP, MAP and MicroEssentials ® . We consumed approximately 1.0 million tonnes of ammonia during 2024. Production of one tonne of DAP requires approximately 0.23 tonnes of ammonia.
We have included a discussion of sulfur prices in our Management’s Analysis. Ammonia We use ammonia together with P 2 O 5 to produce DAP, MAP and MicroEssentials ® . We consumed approximately 0.9 million tonnes of ammonia during 2025. Production of one tonne of DAP requires approximately 0.23 tonnes of ammonia.
We use financial derivative contracts to manage the pricing on portions of our natural gas requirements. Mosaic Fertilizantes Segment Our Mosaic Fertilizantes segment owns and operates mines, chemical plants, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay, which produce and sell concentrated phosphate crop nutrients, phosphate-based animal feed ingredients and pot a sh fertilizer.
We use financial derivative contracts to manage the pricing on portions of our natural gas requirements. Mosaic Fertilizantes Segment Our Mosaic Fertilizantes segment owns and operates mines, chemical plants, crop nutrient blending and bagging facilities, port terminals and warehouses in Brazil and Paraguay, which produce and sell concentrated phosphate- and potash-based crop nutrients and phosphate-based animal feed ingredients.
The following charts show the respective contributions to 2024 sales volumes, net sales and gross margin for each of our business segments in effect at December 31, 2024: We account for approximately 11% of estimated global annual phosphate production. We also account for approximately 12% of estimated global annual potash production.
The following charts show the respective contributions to 2025 sales volumes, net sales and gross margin for each of our business segments in effect at December 31, 2025: We account for approximately 10% of estimated global annual phosphate production. We also account for approximately 12% of estimated global annual potash production.
In India, we have distribution facilities to import and sell crop nutrients. In 2024, we distributed approximately 201,000 tonnes of potash crop nutrient products in India. SALES AND DISTRIBUTION ACTIVITIES United States and Canada We have a U.S. and Canada sales and marketing team that serves our business segments.
In India, we have distribution facilities to import and sell crop nutrients. In 2025, we distributed approximately 189,000 tonnes of potash crop nutrient products in India. SALES AND DISTRIBUTION ACTIVITIES United States and Canada We have a U.S. and Canada sales and marketing team that serves our business segments.
Before assuming his current role, Mr. Bauer was the Vice President and Deputy General Counsel from October 2022 through December 2022 and immediately prior to that role he served as the Vice President - Growth and Development on Mosaic's Strategy and Growth team from May 2019 to September 2022.
Before assuming his current role, Mr. Bauer was the Vice President and Deputy General Counsel from October 2022 through December 2022 and immediately prior to that role he served as the Vice President - Growth and Development on Mosaic ’ s Strategy and Growth team from May 2019 to September 2022.
Combined natural gas usage for both the solution and shaft mines totaled 17.2 million MM BTU during 2024. We purchase our natural gas requirements on firm delivery index price-based physical contracts and on short-term spot-priced physical contracts.
Combined natural gas usage for both the solution and shaft mines totaled 17.1 million MM BTU during 2025. We purchase our natural gas requirements on firm delivery index price-based physical contracts and on short-term spot-priced physical contracts.
We purchase approximately 14% of the volume under annual supply agreements from oil and natural gas refiners, who are required to remove or recover sulfur during the refining process. The remaining 86% is purchased in the spot market.
We purchase approximately 20% of the volume under annual supply agreements from oil and natural gas refiners, who are required to remove or recover sulfur during the refining process. The remaining 80% is purchased in the spot market.
We produced approximately 2.6 million tonnes of concentrated phosphate crop nutrients during 2024 which accounted for approximately 48% of estimated Brazilian annual production. Phosphate Rock Phosphate rock is the key mineral used to produce phosphate crop nutrients and animal feed product.
We produced approximately 2.6 million tonnes of concentrated phosphate crop nutrients during 2025 which accounted for approximately 46% of estimated Brazilian annual production. Phosphate Rock Phosphate rock is the key mineral used to produce phosphate crop nutrients and animal feed product.
Sulfur We use molten sulfur at our phosphate concentrates plants to produce sulfuric acid, one of the key components used in the production of phosphoric acid. We consumed approximately 1.0 million long tons of sulfur for our own production during 2024.
Sulfur We use molten sulfur at our phosphate concentrates plants to produce sulfuric acid, one of the key components used in the production of phosphoric acid. We consumed approximately 0.9 million long tons of sulfur for our own production during 2025.
Fospar owns and operates an SSP (defined below) granulation plant, which produces approximately 0.5 million tonnes of SSP per year, and a deep-water port and throughput warehouse terminal facility in Paranagua, Brazil. The port facility at Paranagua handles approximately 10 Table of Content 3.6 million tonnes of imported crop nutrients.
Fospar owns and operates an SSP (defined below) granulation plant, which produces approximately 0.5 million tonnes of SSP per year, and a deep-water port and throughput warehouse terminal facility in Paranagua, Brazil. The port facility at Paranagua handles approximately 3.2 million tonnes of imported crop nutrients.
We produced approximately 6.3 million tonnes of concentrated phosphate crop nutrients during 2024 and accounted for approximately 66% of estimated North American annual production. Phosphate Rock Phosphate rock is the key mineral used to produce phosphate crop nutrients and feed phosphate.
We produced approximately 6.3 million tonnes of concentrated phosphate crop nutrients during 2025 and accounted for approximately 72% of estimated North American annual production. Phosphate Rock Phosphate rock is the key mineral used to produce phosphate crop nutrients and feed phosphate.
Wang served as Vice President - Global Strategic Marketing. Prior to October 2020, Ms. Wang served as Vice President - Global Product Management and International Distribution and before May 2019, Ms. Wang served as Country Head for China since joining Mosaic in 2011. Ms. Wang serves on the Board of Directors of Canpotex Limited, the Canadian potash marketing association.
Wang served as Vice President - Global Strategic Marketing. Prior to October 2020, Ms. Wang served as Vice President - Global Product Management and International Distribution and before May 2019, Ms. Wang served as Country Head for China. Ms. Wang serves on the Board of Directors of Canpotex Limited, the Canadian potash marketing association.
They also purchase phosphate, potash and nitrogen products from unrelated third parties, which we either use to produce blended crop nutrients or for resale. In China, we own two 300,000-tonne per year capacity blending plants. In 2024, we sold approximately 325,000 tonnes of Blends and distributed another 850,000 tonnes of phosphate and potash crop nutrients in China.
They also purchase phosphate, potash and nitrogen products from unrelated third parties, which we either use to produce blended crop nutrients or for resale. In China, we own two 300,000-tonne per year capacity blending plants. In 2025, we sold approximately 383,000 tonnes of Blends and distributed another 862,000 tonnes of phosphate and potash crop nutrients in China.
Our Brazilian phosphoric acid production totaled approximately 1.0 million tonnes in 2024 and accounted for approximately 89% of Brazilian annual output. Our principal phosphate crop nutrient products are: • Monoammonium Phosphate (11-52-0) ( “ MAP ” ): MAP is a crop nutrient composed of two macronutrients, nitrogen and phosphoric acid.
Our Brazilian phosphoric acid production totaled approximately 1.0 million tonnes in 2025 and accounted for approximately 86% of Brazilian annual output. Our principal phosphate crop nutrient products in Brazil are: • Monoammonium Phosphate (11-52-0) ( “ MAP ” ): MAP is a crop nutrient composed of two macronutrients, nitrogen and phosphoric acid.
Of these employees, approximately 15% are covered under agreements that expire in 2025. All are expected to collectively bargain for new contracts in 2025. • We had agreements with 37 unions covering all employees in Brazil. More than one agreement may govern our relations with each of these unions. In general, the agreements are renewable on an annual basis.
Of these employees, approximately 51% are covered under agreements that expire in 2026. All are expected to collectively bargain for new contracts in 2026. • We had agreements with 33 unions covering all employees in Brazil. More than one agreement may govern our relations with each of these unions. In general, the agreements are renewable on an annual basis.
We are required to pay royalties to mineral owners and resource taxes to the Brazilian government for phosphate and potash production. The resource taxes, known as Compensação Financeira pela Exploração de Recursos Minerais or CFEM , are regulated by the National Mining Agency. In 2024, we paid royalties and resource taxes of approximately $22.1 million.
We are required to pay royalties to mineral owners and resource taxes to the Brazilian government for phosphate and potash production. The resource taxes, known as Compensação Financeira pela Exploração de Recursos Minerais or CFEM , are regulated by the National Mining Agency. In 2025, we paid royalties and resource taxes of approximately $25.5 million.
He previously served as Senior Vice President - Phosphates and provided executive oversight for the corporate procurement organization from June 2016 until January 1, 2019, as Senior Vice President - Potash Operations from May 2012 to June 2016, and before that he led the Environment, Health and Safety organization since joining Mosaic in 2009. Prior to joining Mosaic, Mr.
He previously served as Senior Vice President - Phosphate and provided executive oversight for the corporate procurement organization from June 2016 until January 1, 2019, as Senior Vice President - Potash Operations from May 2012 to June 2016, and before that he led the Environment, Health and Safety ( “ EHS ” ) organization since joining Mosaic in 2009.
Ammonia We use ammonia, together with phosphoric acid, to produce MAP, and to a lesser extent for SSP production. We consumed approximately 118,280 tonnes of ammonia during 2024. Production of one tonne of MAP requires approximately 0.137 tonnes of ammonia. We purchase all of our ammonia under a long-term supply agreement with two suppliers.
Ammonia We use ammonia, together with phosphoric acid, to produce MAP, and to a lesser extent for SSP production. We consumed approximately 103,390 tonnes of ammonia during 2025. Production of one tonne of MAP requires approximately 0.137 tonnes of ammonia. We purchase all of our ammonia under a long-term supply agreement with two suppliers.
Annual capacity and production volume by plant as of December 31, 2024 are listed below: (tonnes of ore in millions) Phosphoric Acid Processed Phosphate (a) (MAP/TSP/SSP/DCP/Feed) Facility Capacity (b) Production (c) Capacity (b) Production (c) Phosphate Uberaba 0.9 0.8 2.0 1.5 Cajati 0.2 0.2 0.5 0.3 Araxá — — 1.1 0.9 Catalão — — 0.4 0.4 Total 1.1 1.0 4.0 3.1 ______________________________ 11 Table of Content (a) Our ability to produce processed phosphate has been less than our annual operational capacity as stated in the table above, except to the extent we purchase phosphoric acid.
We market our feed phosphate primarily under the brand name Foscálcio. 11 Table of Content Annual capacity and production volume by plant as of December 31, 2025 are listed below: (tonnes of ore in millions) Phosphoric Acid Processed Phosphate (a) (MAP/TSP/SSP/DCP/Feed) Facility Capacity (b) Production (c) Capacity (b) Production (c) Phosphate Uberaba 0.9 0.8 2.0 1.6 Cajati 0.2 0.2 0.5 0.4 Araxá — — 1.1 0.7 Catalão — — 0.4 0.4 Total 1.1 1.0 4.0 3.1 ______________________________ (a) Our ability to produce processed phosphate has been less than our annual operational capacity as stated in the table above, except to the extent we purchase phosphoric acid.
We have included a discussion of ammonia prices in our Management’s Analysis. 6 Table of Content Natural Gas for Phosphates Natural gas is the primary raw material used to manufacture ammonia. At our Faustina facility, ammonia is manufactured on site.
We have included a discussion of ammonia prices in our Management’s Analysis. Natural Gas for Phosphate Natural gas is the primary raw material used to manufacture ammonia. At our Faustina facility, ammonia is manufactured on site.
Sulfur We use molten sulfur at our phosphate concentrates plants to produce sulfuric acid, primarily for use in our production of P 2 O 5 . We purchased approximately 3.0 million long tons of sulfur during 2024.
Sulfur We use molten sulfur at our phosphate concentrates plants to produce sulfuric acid, primarily for use in our production of P 2 O 5 . We purchased approximately 2.9 million long tons of sulfur during 2025.
Similarly, we participate on local committees, boards and associations focused on contributing to the vitality of the people and communities around us. • 2024 was the fourth year of the Mosaic Employee Giving Program (the “ Program ”) that provides employees with flexibility to connect their personal causes to corporate giving, matching and volunteerism opportunities.
Similarly, we are active with local committees, boards and associations focused on contributing to the vitality of the people and communities around us. • 2025 was the fifth year of the Mosaic Employee Giving Program (the “ Program ”) that provides employees with flexibility to connect their personal causes to corporate giving, matching and volunteerism opportunities.
In 2024, Mosaic Fertilizantes purchased 1.2 million tonnes of phosphate-based products, primarily MicroEssentials ® , from our Phosphates segment, and 2.2 million tonnes of potash products from our Potash segment and Canpotex.
In 2025, Mosaic Fertilizantes purchased 1.0 million tonnes of phosphate-based products, primarily MicroEssentials ® , from our Phosphate segment, and 2.0 million tonnes of potash products from our Potash segment and Canpotex.
Bauer 52 Senior Vice President, General Counsel and Corporate Secretary Bruce M. Bodine Jr. 53 Chief Executive Officer, President and Director Walter F. Precourt III 60 Senior Vice President and Chief Administrative Officer Luciano Siani Pires 55 Executive Vice President and Chief Financial Officer Karen A.
Bauer 53 Senior Vice President, General Counsel and Corporate Secretary Bruce M. Bodine Jr. 54 Chief Executive Officer, President and Director Walter F. Precourt III 61 Senior Vice President and Chief Administrative Officer Luciano Siani Pires 56 Executive Vice President and Chief Financial Officer Karen A.
Information contained in our sustainability report, or on our website, is not incorporated by reference into, and does not constitute a part of, this Form 10-K. INFORMATION ABOUT OUR EXECUTIVE OFFICERS Information regarding our executive officers as of March 3, 2025 is set forth below: Name Age Position Philip E.
Information contained in our sustainability report, or on our website, is not incorporated by reference into, and does not constitute a part of, this Form 10-K. 18 Table of Content INFORMATION ABOUT OUR EXECUTIVE OFFICERS Information regarding our executive officers as of February 27, 2026 is set forth below: Name Age Position Philip E.
Our phosphate rock production in Brazil totaled approximately 3.9 million tonnes in 2024, which accounted for approximately 74% of estimated Brazilian annual production. We are the largest producer of phosphate rock in Brazil and currently have an annual capacity of approximately 4.6 million tonnes.
Our phosphate rock production in Brazil totaled approximately 4.2 million tonnes in 2025, which accounted for approximately 71% of estimated Brazilian annual production. We are the largest producer of phosphate rock in Brazil and currently have an annual capacity of approximately 4.6 million tonnes.
Our international operations are subject to risks from changes in foreign currencies, or government policy, which can affect local farmer economics. OTHER MATTERS Employees We had 13,765 employees as of December 31, 2024, consisting of approximately 10,454 salaried and 3,311 hourly employees.
Our international operations are subject to risks from changes in foreign currencies, or government policy, which can affect local farmer economics. OTHER MATTERS Employees We had 13,249 employees as of December 31, 2025, consisting of approximately 9,914 salaried and 3,335 hourly employees.
These operations provide our Phosphates and Potash segments access to key markets outside of North and South America and serve as a marketing agent for our Phosphates segment. In 2024, the India and China operations purchased 25,233 tonnes of phosphate-based products from our Phosphates segment, and 1,077,567 tonnes of potash products from our Potash segment and Canpotex.
These operations provide our Phosphate and Potash segments access to key markets outside of North and South America and serve as a marketing agent for our Phosphate segment. In 2025, the India and China operations purchased 48,745 tonnes of phosphate-based products from our Phosphate segment, and 1,017,741 tonnes of potash products from our Potash segment and Canpotex.
We strive to design career paths through progressions that will enable our employees to grow and evolve their careers at Mosaic. Community –Mosaic is a thoughtful and engaged neighbor who invests carefully and generously through long-term partnerships with organizations that are making a difference.
We seek to build our talent pipeline through student programs by designing career paths that will enable our employees to grow and evolve their careers at Mosaic. Community –Mosaic is a thoughtful and engaged neighbor who invests carefully and generously through long-term partnerships with organizations that are making a difference.
Decommissioning of the K1 and K2 shafts at our Esterhazy, Saskatchewan mine was completed in 2022. Mosaic leases approximately 291,500 acres of mineral rights from the government of Saskatchewan, and approximately 99,700 acres of freehold mineral rights in the Kronau/Regina area, which have not been developed. We pay Canadian resource taxes consisting of the Potash Production Tax and resource surcharge.
Mosaic leases approximately 291,500 acres of mineral rights from the government of Saskatchewan, and approximately 99,300 acres of freehold mineral rights in the Kronau/Regina area, which have not been developed. We pay Canadian resource taxes consisting of the Potash Production Tax and resource surcharge.
The average product mix in our Blends (by volume) contains approximately 22% nitrogen, 45% phosphate and 33% potash, although this mix differs based on seasonal and other factors. All of our production in Brazil is consumed within the country.
The blending and bagging facilities primarily produce Blends from phosphate, potash and nitrogen. The average product mix in our Blends (by volume) contains approximately 21% nitrogen, 52% phosphate and 27% potash, although this mix differs based on seasonal and other factors. All of our production in Brazil is consumed within the country.
He serves on the board of Vallourec Societe Anonime, has served as a member of the executive council of o9 solutions, as a member of the advisory board at Barbosa Mello, and as a board member of Suzano Papel e Celulose. Karen A. Swager . Ms. Swager was elected our Executive Vice President – Operations in November 2023.
He serves on the board of Vallourec Societe Anonime, has served as a member of the executive council of o9 solutions, as a member of the advisory board at Barbosa Mello, and as a board member of Suzano Papel e Celulose. 19 Table of Content Karen A. Swager . Ms.
MOP is the primary source of potassium for the crop nutrient industry in Brazil. Red MOP has traces of iron oxide. The granular and standard grade red MOP products are well-suited for direct fertilizer application and bulk blending.
Muriate of potash (“ MOP ”) is the primary source of potassium for the crop nutrient industry. Red MOP has traces of iron oxide. The granular and standard grade red MOP products are well suited for direct fertilizer application and bulk blending. White MOP has a higher percent potassium oxide (“ K 2 O ”).
Our 13,765 colleagues embody Mosaic’s core values of innovation, collaboration, drive and responsibility, and are the key to enabling us to execute our mission to help the world grow the food it needs.
Our 13,249 colleagues embody Mosaic’s core principles of responsibility, reliability and future-focus, and are the key to enabling us to execute our mission to help the world grow the food it needs.
As a result, markets for our products are highly competitive. We compete with a broad range of domestic and international producers, including farmer cooperatives, subsidiaries of larger companies, and independent crop nutrient companies.
Other competitive factors include product quality, cost and availability of raw materials, customer service, plant efficiency and availability of product. As a result, markets for our products are highly competitive. We compete with a broad range of domestic and international producers, including farmer cooperatives, subsidiaries of larger companies, and independent crop nutrient companies.
(h) K-Mag ® is a specialty product that we produce at our Carlsbad facility. See Item 2. “Properties” for a discussion of our potash mining properties, including processing methods, facilities, production and summaries of our mineral resources and reserves, both in the aggregate and for our individual material potash mining properties.
The Carlsbad facility is classified as held for sale at December 31, 2025. See Item 2. “Properties” for a discussion of our potash mining properties, including processing methods, facilities, production and summaries of our mineral resources and reserves, both in the aggregate and for our individual material potash mining properties.

… 60 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

71 edited+9 added−13 removed120 unchanged
Biggest changeWe are subject to taxes, including income taxes, resource taxes and royalties, and non-income based taxes in countries where we operate. Changes in tax laws or regulations or their interpretation could result in higher taxes, which could materially adversely affect our operating results and financial condition.
Biggest changeChanges in tax laws or regulations or their interpretation, or exposure to additional tax liabilities, could materially adversely affect our operating results and financial condition. 31 Table of Content We are subject to taxes, including income taxes, resource taxes and royalties, and non-income based taxes in countries where we operate.
Examples of the types of events that could result, and have, in the past, resulted, in a disruption at these facilities include: adverse weather; strikes or other work stoppages; civil unrest; deliberate, malicious acts, including acts of terrorism and armed conflict; political or economic instability; cyberattacks; changes in permitting, financial assurance or certain environmental, health and safety laws or other changes in the regulatory environment in which we operate; legal and regulatory proceedings; our relationships with the other member of Canpotex and the other joint ventures in which we participate and their or our exit from participation in such joint ventures; other changes in our commercial arrangements with unrelated third parties; brine inflows at our Esterhazy, Saskatchewan mine or our other shaft mines; mechanical failure and accidents or other failures occurring in the course of operating activities, including at our gypstacks, clay settling areas and tailing dams; accidents occurring in the course of operating activities; lack of truck, rail, barge or ship transportation; and other factors.
Examples of the types of events that could result, and have, in the past, resulted, in a disruption at these facilities include: adverse weather; strikes or other work stoppages; civil unrest; deliberate, malicious acts, including acts of terrorism and armed conflict; political or economic instability; cyberattacks; changes in permitting, financial assurance or certain environmental, health and safety laws or other changes in the regulatory environment in which we operate; legal and regulatory proceedings; our relationships with the other member of Canpotex and the other joint ventures in which we participate and their or our exit from participation in such joint ventures; other changes in our commercial arrangements with unrelated third parties; brine inflows at our Esterhazy, Saskatchewan mine or our other shaft mines; mechanical failure and accidents or other failures occurring in the course of operating activities, including at our gypstacks, clay settling areas and tailing dams and mine shafts; accidents occurring in the course of operating activities; lack of truck, rail, barge or ship transportation; and other factors.
Competitive Risks Our competitive position could be adversely affected if we are unable to participate in continuing industry consolidation. Most of our products are readily available from a number of competitors, and price and other competition in the crop nutrient industry is intense. In addition, crop nutrient production facilities and distribution activities frequently benefit from economies of scale.
Competitive Risks Our competitive position could be adversely affected if we are unable to participate in continuing industry consolidation. Most of our commodity products are readily available from a number of competitors, and price and other competition in the crop nutrient industry is intense. In addition, crop nutrient production facilities and distribution activities frequently benefit from economies of scale.
Each signatory is expected to develop its own plan (referred to as a Nationally Determined Contribution, or “ NDC ”) for reaching that goal. The U.S. formally withdrew from the Paris Agreement in January 2025. Various legislative or regulatory initiatives relating to greenhouse gases have been adopted or considered by the U.S.
Each signatory is expected to develop its own plan (referred to as a Nationally Determined Contribution, or “ NDC ”) for reaching that goal. The U.S. withdrew from the Paris Agreement in January 2025. Various legislative or regulatory initiatives relating to greenhouse gases have been adopted or considered by the U.S.
Mosaic manages its structures in accordance with all legal requirements and is implementing actions to be aligned with the major principles from the Global Industry Standard on Tailings Management – GISTM (established in 2020 by the ICMM – International Council of Metals and Mining, the UN environment program and the PRI – Principles of responsible investment).
Mosaic manages its structures in accordance with legal requirements and is implementing actions to be aligned with the major principles from the Global Industry Standard on Tailings Management – GISTM (established in 2020 by the ICMM – International Council of Metals and Mining, the UN environment program and the PRI – Principles of Responsible Investment).
In 2021, the U.S. Department of Commerce (“ DOC ”) issued countervailing duty (“ CVD ”) orders on imports of phosphate fertilizers from Morocco and Russia, in response to petitions filed by Mosaic. The orders were based on DOC’s determination that the imports are unfairly subsidized, and the U.S.
In 2021, the U.S. Department of Commerce (“ DOC ”) issued countervailing duty (“ CVD ”) orders on imports of phosphate fertilizers from Morocco and Russia, in response to petitions filed by Mosaic. The orders were based on DOC’s determination that the imports were unfairly subsidized, and the U.S.
As a result, we are subject to numerous risks and uncertainties relating to international sales and operations, including: • difficulties and costs associated with complying with a wide variety of complex laws, treaties and regulations; • unpredictable changes in regulatory environments; • increased government regulation of the economy in the countries we serve; • political and economic instability, inflation and adverse economic conditions resulting from governmental attempts to reduce inflation, such as imposition of higher interest rates and wage and price controls; • unpredictable tax audit practices of various governments; • nationalization of properties by foreign governments; • the imposition of tariffs, exchange controls, trade barriers or other restrictions, or government-imposed increases in the cost of resources and materials necessary for the conduct of our operations or the completion of strategic initiatives, including with respect to our joint ventures; and • currency exchange rate fluctuations between the U.S. dollar and foreign currencies, particularly the Brazilian real and the Canadian dollar.
As a result, we are subject to numerous risks and uncertainties relating to international sales and operations, including: • difficulties and costs associated with complying with a wide variety of complex laws, treaties and regulations; • unpredictable changes in regulatory environments; • increased government regulation of the economy in the countries we serve; • political and economic instability, inflation and adverse economic conditions resulting from governmental attempts to reduce inflation, such as imposition of higher interest rates and wage and price controls; • unpredictable tax audit practices of various governments; • nationalization of properties by foreign governments; 22 Table of Content • the imposition of tariffs, exchange controls, trade barriers or other restrictions, or government-imposed increases in the cost of resources and materials necessary for the conduct of our operations or the completion of strategic initiatives, including with respect to our joint ventures; and • currency exchange rate fluctuations between the U.S. dollar and foreign currencies, particularly the Brazilian real and the Canadian dollar.
Reduced oil refinery operating rates in the U.S. and Canada could, and have, in the past, resulted in decreased availability of molten sulfur, which could increase costs of sulfur procurement or decrease availability of sulfur needed in our phosphate fertilizer production operations.
Reduced oil refinery operating rates in the U.S. and Canada could result, and have, in the past, resulted in decreased availability of molten sulfur, which could increase costs of sulfur procurement or decrease availability of sulfur needed in our phosphate fertilizer production operations.
The Company is monitoring the SEC’s climate-related disclosure rules and recently enacted standards in the European Union and California on climate change disclosure and is taking necessary steps to plan for the anticipated or adopted disclosure requirements.
The Company is monitoring the SEC’s climate-related disclosure standards and recently enacted standards in the European Union and California on climate change disclosure and is taking necessary steps to plan for the anticipated or adopted disclosure requirements.
The government of Brazil may intervene with new or different policy instruments to meet the goals set out in the 2020 NDC. Canada’s intended NDC aims to achieve significant greenhouse gas emissions reductions. The Canadian federal government has also introduced legislation establishing a long-term target of “net-zero” greenhouse gas emissions by 2050.
The government of Brazil may intervene with new or different policy instruments to meet the goals set out in the 2024 NDC. Canada’s intended NDC aims to achieve significant greenhouse gas emissions reductions. The Canadian federal government has also introduced legislation establishing a long-term target of “net-zero” greenhouse gas emissions by 2050.
International market conditions and the effects of recent countervailing duty orders, which are also outside of our control, may also significantly influence our operating results.
International market conditions and the effects of countervailing duty orders, which are also outside of our control, may also significantly influence our operating results.
Brazil ratified the Paris Agreement in September 2016, committing to an NDC that includes economy-wide greenhouse gas reduction targets by 2030. The NDC further commits to achieving climate neutrality in 2060. Complete details surrounding Brazil’s plan for achieving the greenhouse gas emissions reductions and climate neutrality are uncertain.
Brazil ratified the Paris Agreement in September 2016, committing to an NDC that includes economy-wide greenhouse gas reduction targets by 2035. The NDC further commits to achieving climate neutrality in 2060. Complete details surrounding Brazil’s plan for achieving the greenhouse gas emissions reductions and climate neutrality are uncertain.
In the past, hurricanes have resulted in physical damage to our facilities in Florida and Louisiana. Additionally, water treatment costs tend to increase significantly following excess rainfall. Some of our Florida and Louisiana facilities have had, and others could have, high water levels that have required, or may require, treatment.
In the past, hurricanes have resulted in physical damage to and outages at our facilities in Florida and Louisiana. Additionally, water treatment costs tend to increase significantly following excess rainfall. Some of our Florida and Louisiana facilities have had, and others could have, high water levels that have required, or may require, treatment.
We rely heavily upon truck, rail, tug, barge and ocean freight transportation to obtain raw materials needed at our mines and concentrates facilities and to deliver our products to our customers. In addition, the cost of transportation is an important part of the final sale price of our products.
We rely heavily upon truck, rail, tug, barge and ocean freight transportation to move raw materials needed at our mines and concentrates facilities and to deliver our products to our customers. In addition, the cost of transportation is an important part of the final sale price of our products.
We produce ammonia at our Faustina, Louisiana phosphate concentrates plant, use ammonia in significant quantities at all of our Florida and Louisiana phosphates concentrates plants and store ammonia at some of our distribution facilities. In Florida, ammonia is received at terminals in Tampa and transported by pipelines and trucks to our facilities.
We produce ammonia at our Faustina, Louisiana phosphate concentrates plant, use ammonia in significant quantities at all of our Florida and Louisiana phosphates concentrates plants and store ammonia at some of our distribution facilities. In Florida, ammonia is received at coastal terminals around Tampa and transported by pipelines and trucks to our facilities.
For example, oil refineries that supply sulfur to us may suspend operations as a result of a hurricane, and incoming shipments of ammonia can be delayed, disrupting production at our Florida or Louisiana facilities and delivery of our products. In 2021, we experienced production impacts related to Hurricane Ida at our Louisiana operations.
For example, oil refineries that supply sulfur to us may suspend operations as a result of a hurricane, and incoming shipments of ammonia can be delayed, disrupting production at our Florida or Louisiana facilities and delivery of our products. In 2021, we experienced production impacts related to Hurricane Ida at our Louisiana 23 Table of Content operations.
To the extent other producers of crop nutrients 30 Table of Content enjoy competitive advantages or are willing to accept lower profit levels, the price of our products, our sales volumes and our profits may be adversely affected. Industry Risks Future product or technological innovation could affect our business.
To the extent other producers of crop nutrients enjoy competitive advantages or are willing to accept lower profit levels, the price of our products, our sales volumes and our profits may be adversely affected. Industry Risks Future product or technological innovation could affect our business.
We also use ammonia in our Brazil phosphate operations. Our ammonia is generally stored and transported at high pressures or cryogenically. Accidents at any of our ammonia facilities could result in serious injury or death and could adversely impact our operations. 25 Table of Content • We also use or produce other hazardous chemicals at some of our facilities.
We also use ammonia in our Brazil phosphate operations. Our ammonia is generally stored and transported at high pressures or cryogenically. Accidents at any of our ammonia facilities could result in serious injury or death and could adversely impact our operations. • We also use or produce other hazardous chemicals at some of our facilities.
If our safety procedures are not effective, an accident involving these 28 Table of Content impoundments could result in serious injuries or death, damage to property or the environment, or result in the shutdown of our facilities, any of which could materially adversely affect our results of operations.
If our safety procedures are not effective, an accident involving these impoundments could result in serious injuries or death, damage to property or the environment, or result in the shutdown of our facilities, any of which could materially adversely affect our results of operations.
Environmental justice considerations could have a material adverse effect on our business, financial condition or results of operations. Some state governments increasingly are adopting standards or policies requiring environmental justice reviews in some permitting actions. In general, they require governmental agencies to evaluate projects for disproportionate impacts to disadvantaged or already burdened communities.
Environmental justice considerations could have a material adverse effect on our business, financial condition or results of operations. 27 Table of Content Some state governments are adopting standards or policies requiring environmental justice reviews in some permitting actions. In general, they require governmental agencies to evaluate projects for disproportionate impacts to disadvantaged or already burdened communities.
As we become more dependent on information technologies to conduct our operations, and as the number and sophistication of cyberattacks increase, the risks associated with cybersecurity increase. These risks apply to us, our employees, and to third parties on whose systems we rely to conduct our business.
As we become more dependent on information technologies to conduct our operations, and as the number and sophistication of cyberattacks 30 Table of Content increase, the risks associated with cybersecurity increase. These risks apply to us, our employees, and to third parties on whose systems we rely to conduct our business.
We have invested significant capital associated with the implementation and integration of our information technology systems across our businesses. This process involves the replacement and consolidation of technology platforms, resulting in operational efficiencies and reduced costs.
We have invested significant capital associated with the implementation and integration of our information technology systems across our businesses. This process involves the replacement and consolidation of technology platforms, resulting in operational efficiencies and reduced 25 Table of Content costs.
Strong demand for grain and other products and a strong world economy increases the demand for and reduces the availability of transportation, both domestically and internationally. Shortages of railcars, barges and ocean transport for carrying product and increased transit time may result in customer dissatisfaction, loss of sales and higher equipment and 29 Table of Content transportation costs.
Strong demand for grain and other products and a strong world economy increases the demand for and reduces the availability of transportation assets, both domestically and internationally. Shortages of railcars, barges and ocean transport for carrying product and increased transit time may result in customer dissatisfaction, loss of sales and higher equipment and transportation costs.
The seasonality of crop nutrient demand results in our sales volumes and net sales 21 Table of Content typically being the highest during the North American spring season and our working capital requirements typically being the highest just prior to the start of the spring season.
The seasonality of crop nutrient demand results in our sales volumes and net sales typically being the highest during the North American spring season and our working capital requirements typically being the highest just prior to the start of the spring season.
Additionally, we become increasingly exposed to risk due to weather and crop growing conditions, fluctuations in crop nutrient prices, commodity prices or foreign currencies, and other factors that influence the price, supply and demand for agricultural commodities. Significant defaults by our customers could adversely affect our financial condition and results of operations.
Additionally, we become increasingly exposed to risk due to weather and crop growing conditions, fluctuations in crop nutrient prices, commodity prices or foreign currencies, and other factors that influence the price, supply and demand for agricultural commodities. Significant defaults by our customers, have in the past, and may in the future adversely affect our financial condition and results of operations.
A significant increase in the price of fertilizer, natural gas, ammonia, sulfur or energy costs 22 Table of Content that is not recovered through an increase in the price of our related crop nutrients products could have a material adverse impact on our business.
A significant increase in the price of fertilizer, natural gas, ammonia, sulfur or energy that is not recovered through an increase in the price of our related crop nutrients products could have a material adverse impact on our business.
In 2024, we derived approximately 64% of our net sales from customers located outside of the U.S.
In 2025, we derived approximately 64% of our net sales from customers located outside of the U.S.
These facilities include our phosphate mines and concentrates plants; our potash mines; and the ports and other distribution facilities through which we, Canpotex and the other joint ventures in which we participate, conduct our respective businesses, as well as other commercial arrangements with unrelated third parties.
These facilities include our phosphate mines and concentrates plants; our potash mines; and the ports and other distribution facilities through which we, Canpotex and the other joint ventures in which we participate, conduct our respective businesses, as well 21 Table of Content as other commercial arrangements with third parties.
If adverse weather conditions occur in coming years, our facilities may be required to take additional measures to manage process water to comply with existing or future requirements and these measures could potentially have a material effect on our business and financial condition.
If adverse weather conditions occur, as they have in the past, our facilities may be required to take additional measures to manage process water to comply with existing or future requirements and these measures could potentially have a material effect on our business and financial condition.
We periodically have incurred and may incur liabilities and cleanup costs, under CERCLA and other environmental laws, with regard to our current or former facilities, adjacent or nearby third-party facilities or offsite disposal locations. Our operations are dependent on having the required permits and approvals from governmental authorities.
We periodically have incurred and may incur liabilities and cleanup costs, under CERCLA and other environmental laws, with regard to our current or former facilities, adjacent or nearby third-party facilities or offsite disposal locations. 26 Table of Content Our operations depend on having the required permits and approvals from governmental authorities.
A recent federal court decision invalidated Florida’s Clean Water Act 404 “dredge and fill” permitting program and returned that permitting authority to the federal agencies. 26 Table of Content While that decision is under appeal, a change in permitting authority may complicate and delay the receipt of 404 Act approvals.
A recent federal court decision invalidated Florida’s assumption of the Clean Water Act Section 404 “dredge and fill” permitting program and returned that permitting authority to the federal agencies. While that decision is under appeal, the change in permitting authority may complicate and delay the receipt of 404 permit approvals.
Denial or delay by a government agency in issuing any of our permits and approvals or imposition of restrictive conditions on us with respect to these permits and approvals may impair our business and operations. Our operations, including our mines, are dependent on having the required permits and approvals from governmental authorities.
Denial or delay by a government agency in issuing any of our permits and approvals or imposition of restrictive conditions in those permits and approvals may impair our business and operations. Our operations, including our mines, are dependent on having the required permits and approvals from governmental authorities.
Adverse weather conditions, including hurricanes, and excess heat, cold, snow, rainfall and drought, have in the past, and may in the future, adversely affect our operations, and result in increased costs, decreased sales or production and potential liabilities. 23 Table of Content Adverse weather conditions have in the past and may in the future adversely affect our operations, particularly our Phosphates operations.
Adverse weather conditions, including hurricanes, and excess heat, cold, snow, rainfall and drought, have in the past, and may in the future, adversely affect our operations, and result in increased costs, decreased sales or production and potential liabilities. Adverse weather conditions have in the past and may in the future adversely affect our operations, particularly our Phosphate operations.
Since December 1985, we have had inflows of brine water into our Esterhazy, Saskatchewan K1 and K2 potash mines. Due to an acceleration of brine inflows, on June 4, 2021, the Company announced a closure of our K1 and K2 potash mine shafts.
Over the past century, several potash mines experiencing water inflow problems have flooded. Since December 1985, we have had inflows of brine water into our Esterhazy, Saskatchewan K1 and K2 potash mines. Due to an acceleration of brine inflows, on June 4, 2021, the Company announced a closure of our K1 and K2 potash mine shafts.
Financial Risks During periods when the prices for our products are falling because of falling raw material prices, we could be required to write-down the value of our inventories. Any such write-down could adversely affect our results of operations and the value of our assets. 31 Table of Content We carry our inventories at the lower of cost or market.
Financial Risks During periods when the prices for our products are falling because of falling raw material prices, we could be required to write-down the value of our inventories. Any such write-down could adversely affect our results of operations and the value of our assets. We carry our inventories at net realizable value.
If we do not successfully participate in continuing industry consolidation, our ability to compete successfully could be adversely affected and result in the loss of customers or an uncompetitive cost structure, which could adversely affect our sales and profitability. Our strategy for managing market and interest rate risk may not be effective.
If we do not successfully participate in continuing industry consolidation, our ability to compete successfully could be adversely affected and result in the loss of customers or an uncompetitive cost structure, which could adversely affect our sales and profitability.
Geologic features may affect the integrity of our impoundments, particularly in central Florida. Our efforts to deploy new technologies to identify and repair features to mitigate impacts and risk may not be successful, adversely impacting our operations or could cause us to incur significant costs. • Our underground potash shaft mines are subject to risk from fire.
Our efforts to deploy new technologies to identify and repair features to mitigate impacts and risk may not be successful, adversely impacting our operations or could cause us to incur significant costs. • Our underground potash shaft mines are subject to risk from fire.
In periods when the market prices for our products are falling rapidly, including in response to falling market prices for raw materials, it is possible that we could be required to write-down the value of our inventories if market prices fall below our costs. Any such write-down could adversely affect our results of operations and the value of our assets.
In periods when the market prices for our products are falling rapidly, including in response to falling market prices for raw materials, we have in the past, and it is possible that in the future we could be required to write-down the value of our inventories if market prices fall below our costs.
Our most important products are concentrated phosphate crop nutrients, including diammonium phosphate, or DAP, monoammonium phosphate, or MAP, MicroEssentials ® and muriate of potash, or MOP. We sell most of our DAP, MAP and MOP as global commodities. Our sales of these products face intense global competition from other crop nutrient producers.
Our most important products are global commodities, and we face intense global competition from other crop nutrient producers that can affect our prices and volumes. Our most important products are concentrated phosphate crop nutrients, including diammonium phosphate, or DAP, monoammonium phosphate, or MAP, MicroEssentials ® and muriate of potash, or MOP.
During times of a strengthening dollar, our net earnings can be reduced due to transaction currency losses arising from these exposures of U.S. dollar denominated liabilities held in the Brazilian and Canadian entities and Brazilian real denominated assets held in U.S. entities.
During periods of local or global economic crises, local currencies may be devalued significantly against the U.S. dollar. During times of a strengthening dollar, our net earnings can be reduced due to transaction currency losses arising from these exposures of U.S. dollar denominated liabilities held in the Brazilian and Canadian entities and Brazilian real denominated assets held in U.S. entities.
Due to the global nature of our operations, we are exposed to currency exchange rate changes, which may cause fluctuations in earnings and cash flows. 32 Table of Content Our primary foreign currency exposures are the Canadian dollar and Brazilian real. The functional currency for our Brazilian subsidiaries is the Brazilian real.
Due to the global nature of our operations, we are exposed to currency exchange rate changes, which may cause fluctuations in earnings and cash flows. Our primary foreign currency exposures are the Canadian dollar and Brazilian real. The functional currency for our Brazilian subsidiaries is the Brazilian real. However, we finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities.
International Trade Commission’s (“ ITC ”) determination that the 20 Table of Content imports materially injure the U.S. phosphate fertilizer industry. The purpose of the CVD orders was to remedy the injury and thereby restore fair competition. CVD orders normally stay in place for at least five years, with possible extensions.
International Trade Commission’s (“ ITC ”) determination that the imports materially injured the U.S. phosphate fertilizer industry. The purpose of the CVD orders was to remedy the injury and thereby restore fair competition. CVD orders normally stay in place for at least five years, with possible extensions. Moroccan and Russian producers initiated federal court actions seeking to overturn the orders.
Our quarterly financial results can vary significantly from one year to the next due to weather-related shifts in planting schedules and purchasing patterns. If seasonal demand exceeds our projections, we will not have enough product, which would negatively impact our profitability.
Our quarterly financial results can vary significantly from one year to the next due to weather-related shifts in planting schedules and purchasing patterns. If seasonal demand exceeds our projections, we will not have enough product, which would limit our profitability. If seasonal demand is less than we expect, we will have excess inventory and higher working capital and liquidity requirements.
For example: • Some of our facilities are subject to potential damage from seismic activity or other geologic concerns. The excavation of mines in some parts of the world can result in potential seismic events or can increase the likelihood or potential severity of a seismic event.
For example: • Some of our facilities are subject to potential damage from seismic activity or other geologic concerns. Mining activities in some parts of the world can result in potential seismic events or can increase the likelihood or potential severity of a seismic event. Our Esterhazy mine and Louisiana facilities have experienced minor seismic events from time to time.
The applicable final CVD assessment rates and cash deposit rates for imports of phosphate fertilizer from Morocco and Russia could change as a result of these various proceedings and potential associated appeals, whether in federal courts or at the World Trade Organization.
These litigation challenges remain underway as further described in Item 3 of this Form 10-K. 20 Table of Content The applicable final CVD assessment rates and cash deposit rates for imports of phosphate fertilizer from Morocco and Russia could change as a result of these various proceedings and potential associated appeals, whether in federal courts or at the World Trade Organization.
The purpose of these requirements is to provide comfort to the government that sufficient funds will be available for the ultimate closure, post-closure care or reclamation of our facilities. 27 Table of Content In some cases, we comply through the satisfaction of applicable state financial strength tests; but if we are unable to do so, we must utilize alternative methods of complying with these requirements; if we do not, we would be prevented from continuing our operations and also could be subject to enforcement proceedings brought by relevant government agencies.
In some cases, we comply through the satisfaction of applicable state financial strength tests; but if we are unable to do so, we must utilize alternative methods of complying with these requirements; if we do not, we would be prevented from continuing our operations and also could be subject to enforcement proceedings brought by relevant government agencies.
More stringent laws and regulations may be enacted to accomplish the goals set out in Canada’s NDC and Canada’s own long-term emissions reduction targets. In March 2024, the SEC issued final rules on climate-related disclosures that, if adopted, will require disclosure of extensive detailed climate-related information.
More stringent laws and regulations may be enacted to accomplish the goals set out in Canada’s NDC and Canada’s own long-term emissions reduction targets. 28 Table of Content In March 2024, the SEC issued final rules on climate-related disclosures that would require disclosure of extensive detailed climate-related information by domestic and foreign registrants. Following legal challenges consolidated in the U.S.
We may incur significant non-cash charges if our goodwill or long-lived assets become impaired in the future. Under accounting principles generally accepted in the U.S. (“ GAAP ”), we review goodwill for impairment on an annual basis or more frequently if events or circumstances indicate that their carrying value may not be recoverable.
Under accounting principles generally accepted in the U.S. (“ GAAP ”), we review goodwill for impairment on an annual basis or more frequently if events or circumstances indicate that their carrying value may not be recoverable. Other long-lived assets, including property, plant and equipment, are reviewed if events or circumstances indicate that their carrying value may not be recoverable.
We are subject to periodic audits by various tax authorities in all countries where we have meaningful operations. The due process, audit and appeal practices and procedures of such authorities may vary significantly by jurisdiction, may be unpredictable (and unreliable) in nature and may result in significant risk to us.
The due process, audit and appeal practices and procedures of such authorities may vary significantly by jurisdiction, may be unpredictable (and unreliable) in nature and may result in significant risk to us.
A significant portion of our work force, and that of the joint ventures in which we participate, is covered by collective bargaining agreements with unions. Unsuccessful contract negotiations or adverse labor relations could result in strikes or slowdowns. Any disruption may decrease our production and sales or impose additional costs to resolve disputes.
Our financial performance is dependent on a reliable and productive work force. A significant portion of our workforce, and that of the joint ventures in which we participate, is covered by collective bargaining agreements with unions. Unsuccessful contract negotiations or adverse labor relations could result in strikes or slowdowns.
Delivery costs are a significant factor in the total cost to customers. As a result, changes in transportation costs, or in customer expectations about them, may adversely affect our sales volumes and prices. A disruption at our production, distribution or terminaling facilities could have a material adverse impact on our business.
As a result, changes in transportation costs, or in customer expectations about them, may adversely affect our sales volumes and prices. A disruption at our production, distribution or terminaling facilities could have a material adverse impact on our business. The risk of material disruption increases when demand for our products results in high operating rates at our facilities.
See “Market Risk” in our Management’s Analysis and Note 15 of our Notes to Consolidated Financial Statements which sections are incorporated herein by reference.
See “Market Risk” in our Management’s Analysis and Note 15 of our Notes to Consolidated Financial Statements which sections are incorporated herein by reference. We extend trade credit to our customers and guarantee the financing that some of our customers use to purchase our products.
We have, in the past, and may in the future, be required to write down the value of our goodwill or other long-lived assets, and such future write downs could be material. Changes in tax laws or regulations or their interpretation, or exposure to additional tax liabilities, could materially adversely affect our operating results and financial condition.
We have, in the past, and may in the future, be required to write down the value of our goodwill or other long-lived assets, and such future write downs could be material.
However, we finance our Brazilian inventory purchases with U.S. dollar-denominated liabilities. The functional currency of several of our Canadian entities is the Canadian dollar. For those entities, sales are primarily denominated in U.S. dollars, but the costs are paid principally in Canadian dollars.
The functional currency of several of our Canadian entities is the Canadian dollar. For those entities, sales are 32 Table of Content primarily denominated in U.S. dollars, but the costs are paid principally in Canadian dollars. Canadian entities have significant U.S. dollar denominated intercompany loans and U.S. entities, with the U.S. dollar as functional currency, have Brazilian real denominated loans.
Any such effect could be material. Our estimates of future selling prices reflect in part the purchase commitments we have from our customers. As a result, defaults on these existing purchase commitments because of the global or local economic and financial conditions or for other reasons could adversely affect our estimates of future selling prices and require additional inventory write-downs.
As a result, defaults on these existing purchase commitments because of the global or local economic and financial conditions or for other reasons could adversely affect our estimates of future selling prices and require additional inventory write-downs. We may incur significant non-cash charges if our goodwill or long-lived assets become impaired in the future.
The risk of adverse labor relations may increase as our profitability increases because labor unions’ expectations and demands generally rise at those times. Our underground potash shaft mines are subject to risks of water inflows. Over the past century, several potash mines experiencing water inflow problems have flooded.
Any disruption may decrease our production and sales or impose additional costs to resolve disputes. The risk of adverse labor relations may increase as our profitability increases because labor unions’ expectations and demands generally rise at those times. Our underground potash shaft mines are subject to risks of water inflows.
Though minor inflows are regularly managed, it is possible that significant water inflows could occur which may present risks to our employees and our operations, and which may require us to incur brine management costs, change our mining processes, or abandon our operating mines .
Though minor inflows are regularly managed, it is possible that significant water inflows could occur which may present risks to our employees and our operations, and which may require us to incur brine management costs, change our mining processes, or abandon our operating mines . 24 Table of Content See “Key Factors that can Affect Results of Operations and Financial Condition” and “Potash Net Sales and Gross Margin” sections of our Management’s Analysis in this Form 10-K.
If these tariffs are reintroduced, they could significantly increase the cost of importing potash from Canada. Higher potash prices may lead to reduced usage by U.S. farmers and negatively impact demand. Additionally, retaliatory tariffs imposed by Canada on U.S. exports, could further exacerbate these challenges.
The U.S. continues to assess the imposition of tariffs on Canadian potash. There is a risk that such tariffs may be imposed and sustained for an extended period. If tariffs are reintroduced, they could significantly increase the cost of importing potash from Canada. Higher potash prices may lead to reduced usage by U.S. farmers and negatively impact demand.
Our Esterhazy mine and Louisiana facilities have experienced minor seismic events from time to time. A significant seismic event at one our facilities or mines could result in serious injuries or death, or damage to or flooding of operations, or damage to adjoining properties or facilities of unrelated third parties.
A significant seismic event at one our facilities or mines could result in serious injuries or death, or damage to or flooding of operations, or damage to adjoining properties or facilities of unrelated third parties. Geologic features may affect the integrity of our impoundments, particularly in central Florida.
Regulatory Risks Environmental, health and safety regulations and requirements to which we are subject may have a material adverse effect on our business, financial condition and results of operations. We are subject to numerous environmental, health and safety laws and regulations (“ EHS laws ”) in countries in which we operate.
If we were to be unsuccessful in attracting, retaining and training the employees we require, our ongoing operations and expansion plans could be materially and adversely affected. Regulatory Risks Environmental, health and safety regulations and requirements to which we are subject may have a material adverse effect on our business, financial condition and results of operations.
These EHS laws govern a wide range of matters, including environmental controls, land reclamation, discharges to air and water, remediation of hazardous substance releases and in some cases, demonstration of financial assurance. They significantly affect our operating activities as well as the level of our operating costs and capital expenditures.
We are subject to numerous environmental, health and safety laws and regulations (“ EHS laws ”) in countries in which we operate. These EHS laws govern a wide range of matters, including environmental controls, land reclamation, discharges to air and water, remediation of hazardous substance releases and in some cases, demonstration of financial assurance.
In many cases, as a condition to obtaining or maintaining permits and approvals or otherwise, we are required to comply with financial assurance requirements of governmental authorities.
In many cases, as a condition to obtaining or maintaining permits and approvals or otherwise, we are required to comply with financial assurance requirements of governmental authorities. The purpose of these requirements is to provide comfort to the government that sufficient funds will be available for the ultimate closure, post-closure care or reclamation of our facilities.
In those circumstances, our financial condition and results of operations may be materially adversely affected. The U.S.
If we are not in compliance, we may be subject to enforcement or third-party claims, and may require new investment in our business. In those circumstances, our financial condition and results of operations may be materially adversely affected. The U.S.
Competitors and new entrants in the markets for both concentrated phosphate crop nutrients and potash have in recent years expanded capacity, or begun, or announced plans, to expand capacity or build new facilities.
Increases in the global supply of DAP, MAP and MOP or competitors’ increased sales into regions in which we have significant sales could adversely affect our prices and volumes. 29 Table of Content Competitors and new entrants in the markets for both concentrated phosphate crop nutrients and potash have in recent years expanded capacity, or begun, or announced plans, to expand capacity or build new facilities.
If seasonal demand is less than we expect, we will have excess inventory and higher working capital and liquidity requirements. The degree of seasonality of our business can change significantly from year to year due to conditions in the agricultural industry and other factors. Changes in transportation costs can affect our sales volumes and selling prices.
The degree of seasonality of our business can change significantly from year to year due to conditions in the agricultural industry and other factors. Changes in transportation costs can affect our sales volumes and selling prices. Delivery costs are a significant factor in the total cost to customers.
The prolonged imposition of these tariffs could have a material adverse effect on our business, financial condition, and results of operations. Pandemics, epidemics or other health outbreaks could materially adversely affect our business operations and financial condition.
Additionally, retaliatory tariffs imposed by Canada on U.S. exports could further exacerbate these challenges. The prolonged imposition of these tariffs could have a material adverse effect on our business, financial condition and results of operations. Unfavorable worldwide economic and market conditions could adversely affect our business, financial condition or operating results.
The risk of material disruption increases when demand for our products results in high operating rates at our facilities. We conduct our operations through a limited number of key production, distribution and terminaling facilities.
We conduct our operations through a limited number of key production, distribution and terminaling facilities.
Moroccan and Russian producers have initiated federal court actions seeking to overturn the orders. Mosaic has also made claims contesting certain aspects of DOC’s final determinations that, we believe, failed to capture the full extent of Moroccan and Russian subsidies. These litigation challenges remain underway as further described in this Item 3 of Form 10-K.
Mosaic also made claims contesting certain aspects of DOC’s final determinations that, we believe, failed to capture the full extent of Moroccan and Russian subsidies.
As a result, these companies may contribute less than anticipated to our earnings and cash flow, negatively impacting our results of operations and liquidity. Strikes or other forms of work stoppage or slowdown could disrupt our business and lead to increased costs. 24 Table of Content Our financial performance is dependent on a reliable and productive work force.
As a result, these companies may contribute less than anticipated to our earnings and cash flow, negatively impacting our results of operations and liquidity.
This may result in tying up significant funds and/or creating adverse treasury and credit risks that may interrupt, impede or otherwise materially affect our business operations. We extend trade credit to our customers and guarantee the financing that some of our customers use to purchase our products.
This may result in tying up significant funds and/or creating adverse treasury and credit risks that may interrupt, impede or otherwise materially affect our business operations. Capital markets access, liquidity and credit ratings. Our ability to fund operations, meet obligations, and pursue strategic initiatives depends on maintaining sufficient liquidity and access to capital markets.
In some jurisdictions, environmental laws change frequently and it may be challenging for us to achieve and maintain compliance with all material environmental laws at all times. If we are not in compliance, we may be subject to enforcement or third-party claims, and may require new investment in our business.
They significantly affect our operating activities as well as the level of our operating costs and capital expenditures. In some jurisdictions, environmental laws change frequently and it may be challenging for us to achieve and maintain compliance with all material environmental laws at all times.
Removed
In February 2025, the U.S. imposed a 25% tariff on most imports from Canada, including potash crop nutrients. Although the implementation of these tariffs has been temporarily paused for 30 days, there is a risk that they may be reinstated and sustained for an extended period.
Added
In February 2025, the U.S. imposed a 25% tariff on most imports from Canada, including potash crop nutrients. This tariff went into effect on March 4, 2025, but beginning March 7, 2025, the U.S. exempted from this tariff goods that qualify as wholly originating in Canada under the United States‑Mexico‑Canada Agreement, including potash from Mosaic’s Canadian operations.
Removed
Pandemics, epidemics or other health outbreaks have, and could again, adversely affect the global economy and have, and could again, significantly disrupt our operations, key suppliers or third-party logistics providers, customers and ultimate end-users.
Added
In addition, our investment in Ma’aden is subject to stock‑market volatility, and declines in the market value of its publicly traded shares could reduce the value of our investment and negatively impact our results of operations and liquidity. Strikes or other forms of work stoppage or slowdown could disrupt our business and lead to increased costs.
Removed
These disruptions could arise due to the spread of the outbreak and/or from measures to contain or mitigate it such as quarantines and extended closures of businesses mandated by government authorities.
Added
Court of Appeals for the Eighth Circuit, the SEC issued a voluntary stay of the climate rules. In March 2025, the SEC announced that it would end its defense of the climate-related disclosures. In September 2025, the Eight Circuit continued to hold the litigation in abeyance, pending definitive action by the SEC on the climate rules.
Removed
For example, the Covid-19 pandemic adversely affected our businesses in multiple ways, including by creating short-term labor shortages due to illness, and transportation issues, such as trucking delays and port congestion, which slowed delivery of inputs to our facilities and products to our end customers.
Added
We sell most of our DAP, MAP and MOP as global commodities. Our sales of these products face intense global competition from other crop nutrient producers.
Removed
The full impact of another public health event depends on various factors, any of which could materially increase our costs, negatively impact our revenue and/or adversely impact our results of operations and liquidity, possibly to a significant degree.

… 13 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

10 edited+2 added−1 removed2 unchanged
Biggest changeGovernance Board of Director Oversight The Board of Directors oversees Mosaic’s Enterprise Risk Management program, and the Audit Committee is tasked with oversight of risk from cybersecurity threats. The Board receives an annual cybersecurity update while the Audit Committee receives reports from the Chief Information Security Officer ( “ CISO ”) and Chief Information Officer ( “ CIO ”) regularly.
Biggest changeRegularly, Mosaic regularly engages external vendors to provide independent insight to overall cybersecurity program effectiveness and to assist with evaluating response preparedness. Governance Board of Director Oversight The Board of Directors oversees Mosaic’s Enterprise Risk Management program, and the Audit Committee is tasked with oversight of risk from cybersecurity threats.
Management ’ s Role in Managing Risk The Information Technology organization is led by the CIO who is responsible for cybersecurity and risk management, with oversight by the Audit Committee.
The Audit Committee then briefs the Board on these matters. Ad hoc updates occur as needed. Management ’ s Role in Managing Risk The Information Technology organization is led by the CIO who is responsible for cybersecurity and risk management, with oversight by the Audit Committee.
The CIO and CISO regularly update the Board and/or the Audit Committee on cybersecurity matters and the effectiveness of the cybersecurity program. The Board and Audit Committee also engage directly with senior leaders from the Information Technology department. 34 Table of Content
The Board and Audit Committee also engage directly with senior leaders from the Information Technology department. 34 Table of Content
As we become more dependent on information technologies to conduct our operations, and as the number and sophistication of cyberattacks increase, the risks associated with cybersecurity increase. Failure to effectively anticipate, prevent, detect and recover from the increasing number and sophistication of cyberattacks could have a material adverse effect on our results of operations or financial condition.
Failure to effectively anticipate, prevent, detect and recover from the increasing number and sophistication of cyberattacks could have a material adverse effect on our results of operations or financial condition. To our knowledge, we have not experienced any material cybersecurity incidents of our technology systems.
The cybersecurity program is overseen by the Mosaic’s CISO and supporting 33 Table of Content cybersecurity leadership, who lead teams to protect and preserve the confidentiality, integrity and continued availability of all information owned by, or in the care of, Mosaic.The CISO, along with the leadership team, possess many years of relevant Information Technology, cybersecurity and risk management experience in the manufacturing, electric, defense, financial and retail sectors.
The cybersecurity program is overseen by the Mosaic’s CISO and supporting cybersecurity leadership, who lead teams to protect and preserve the confidentiality, integrity and continued availability of all information owned by, or in the care of, Mosaic.
To our knowledge, we have not experienced any material cybersecurity incidents of our technology systems. Mosaic’s cybersecurity program is comprised of people, processes and technology that are designed to adequately protect the confidentiality, integrity and availability of information technology systems and data.
Mosaic’s cybersecurity program is comprised of people, processes and technology that are designed to adequately protect the confidentiality, integrity and availability of information technology systems and data. Mosaic has strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk awareness.
Educational backgrounds include advanced degrees and certifications, such as Certified Information Systems Security Professional. During the course of leadership team’s careers, they have built and sustained programs protecting other Fortune 500 companies, critical national infrastructure and military defense systems.
During the course of leadership team’s careers, they have built and sustained programs protecting other Fortune 500 companies, critical national infrastructure and military defense systems. The CIO and CISO regularly update the Board and/or the Audit Committee on cybersecurity matters and the effectiveness of the cybersecurity program.
The reports to the Audit Committee include updates on key performance indicators and key risk indicators, including short-term, intermediate-term and emerging risks. The Audit Committee then briefs the Board on these matters. Ad hoc updates occur as needed.
The Board receives an annual cybersecurity update while the Audit Committee regularly receives reports from the Chief Information Security Officer ( “ CISO ”) and Chief Information Officer ( “ CIO ”). The reports to the Audit Committee include updates on key performance indicators and key risk indicators, including short-term, intermediate-term and emerging risks.
We have a Governance Risk and Compliance team which is a dedicated team within the cybersecurity department that focuses on identifying and mitigating cybersecurity and compliance risk. The team works closely with the Information Technology department to continuously evaluate and address cybersecurity risks in alignment with our business objectives and operational needs.
The team works closely with the Operations Technology and Information Technology department to continuously evaluate and address cybersecurity risks in alignment with our business objectives and operational needs. As part of our third-party risk management program, we review risk ratings and control assessments of pertinent vendors and other third-parties.
Mosaic has strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk awareness. This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level.
This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level. We have a Governance Risk and Compliance team which is a dedicated team within the cybersecurity department that focuses on identifying and mitigating cybersecurity and compliance risk.
Removed
Regularly, Mosaic engages external vendors to provide independent insight to overall cybersecurity program effectiveness and to assist with evaluating response preparedness. As part of our third-party risk oversight, we regularly review the vendor's ratings and conduct assessments and interviews with their personnel. The results are then reported to leaders in the Information Technology department.
Added
As we become more dependent on information technologies to conduct our operations, and as the number of cyberattacks increase and their sophistication evolves, the risks associated with cybersecurity also increase and evolve.
Added
The CISO, along with the leadership team, possess many years of relevant information technology, cybersecurity and risk management experience in the manufacturing, electric, defense, financial and 33 Table of Content retail sectors. Educational backgrounds include advanced degrees and certifications, such as Certified Information Systems Security Professional.

Item 2. Properties

Properties — owned and leased real estate

144 edited+9 added−18 removed293 unchanged
Biggest changeTable 2.7: Summary of Mineral Reserves as of December 31, 2024 (a) (in millions of tonnes) Commodity/Geography/Mine Property Name Proven Mineral Reserves Probable Mineral Reserves Total Mineral Reserves tonnes Grade tonnes Grade tonnes Grade Phosphate (Grade: P 2 O 5 ) (b) United States Florida (c) 41.0 27.8 59.0 27.0 100.0 27.4 Peru Miski Mayo (d) 90.5 15.8 54.1 15.0 144.6 15.5 Brazil Cajati (e) 36.0 5.4 19.7 5.4 55.7 5.4 Catalão (f) 57.1 10.5 8.4 10.0 65.5 10.4 Tapira (g) 121.2 9.1 311.3 8.9 432.5 9.0 Total Phosphate 345.8 12.9 452.5 11.9 798.3 12.3 Potash (Grade: K 2 O) Canada Belle Plaine (h) 266.0 19.3 388.0 19.3 654.0 19.3 Esterhazy (i) 158.2 22.9 341.8 20.4 500.0 21.2 Colonsay (i) 104.0 25.3 163.0 27.2 267.0 26.5 United States Carlsbad (j) 150.3 6.5 0.0 0.0 150.3 6.5 Brazil Taquari (k) 0.0 0.0 22.5 27.0 22.5 27.0 Total Potash 678.5 18.2 915.3 21.3 1,593.8 20.0 ______________________________ (a) A mineral reserve is the economically mineable part of a measured or indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted.
Biggest changeTable 2.7: Summary of Mineral Reserves as of December 31, 2025 (a) (in millions of tonnes) Commodity/Geography/Mine Property Name Proven Mineral Reserves Probable Mineral Reserves Total Mineral Reserves tonnes Grade tonnes Grade tonnes Grade Phosphate (Grade: P 2 O 5 ) (b) United States Florida (c) 38.0 27.6 58.0 26.9 96.0 27.0 Peru Miski Mayo (d) 84.2 15.6 54.1 15.0 138.3 15.4 Brazil Cajati (e) 32.7 5.5 18.5 5.5 51.2 5.5 Catalão (f) 52.7 10.5 8.1 9.9 60.8 10.4 Tapira (g) 106.8 9.0 310.3 8.9 417.1 9.0 Total Phosphate 314.4 12.9 449.0 11.8 763.4 12.3 Potash (Grade: K 2 O) Canada Belle Plaine (h) 268.1 19.3 370.9 19.3 639.0 19.3 Esterhazy (i) 158.0 22.2 318.0 20.0 476.0 20.8 Colonsay (i) 99.0 26.0 163.0 27.2 262.0 26.5 United States Carlsbad (j) 160.6 6.5 0.0 0.0 160.6 6.5 Total Potash 685.7 17.9 851.9 21.1 1,537.6 19.7 ______________________________ (a) A mineral reserve is the economically mineable part of a measured or indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted.
Titles, mineral rights, leases or options and acreage Mining rights in Brazil are governed by the Mining Code, Decree 227, dated February 27, 1967, and further regulation enacted by the ANM. All subsoil situated within Brazilian territory is deemed state property, with the mining activities subject to specific permits granted by the ANM.
Titles, mineral rights, leases or options and acreage Mining rights in Brazil are governed by the Mining Code, Decree 227, dated February 27, 1967, and further regulation enacted by the ANM. All subsoil situated within Brazilian territory is deemed state property, with the mining activities subject to specific permits granted by the ANM.
Mineral resources are not mineral reserves and do not meet the threshold for mineral reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves.
Mineral resources are not mineral reserves and do not meet the threshold for mineral reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral reserves. There is no certainty that any part of the mineral resources estimated will be converted into mineral reserves.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
The methodology for estimating mineral resources consists of interpreting the available geological data in plan view using AutoCAD 2020 software.
The methodology for estimating mineral resources consists of interpreting the available geological data in plan view using AutoCAD 2020 software.
The area surrounding the village and State Highway MG-146 is currently included in the currently controlled mining permits, and is therefore not seen as a significant encumbrance to Tapira. The capacity requirements are not currently in place for all tailings disposal for total LOM capacity requirements.
The area surrounding the village and State Highway MG-146 is included in the currently controlled mining permits, and is therefore not seen as a significant encumbrance to Tapira. The capacity requirements are not currently in place for all tailings disposal for total LOM capacity requirements.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
Where CaO / P 2 O 5 ratio was greater than or equal to 1.35, P 2 O 5 ap was equal to the total of P 2 O 5 ; where the CaO / P 2 O 5 ratio was less than 1.35, P 2 O 5 ap was equal to the CaO / 1.35 ratio.
Pioneer Property This exploration property is bisected by County Road 663 running north and south. Several local roads (Murphy, Bridges, Bennett and Post Plant) cross this parcel. Located at 27.439391 N, 81.940020 W. South Pasture Property The property is situated along a ten mile stretch of State Road 64 and a seven mile stretch along Country Road 663.
Pioneer Property This exploration property is bisected by County Road 663 running north and south. Several local roads (Murphy, Bridges, Bennett and Post Plant) cross this parcel. Located at 27.439391 N, 81.940020 W. South Pasture Property The property is situated along a ten mile stretch of State Road 64 and a seven mile stretch along County Road 663.
The mineral resources were restricted based on an optimized pit limit that took into account cut-off grade, price, mining costs, infrastructure limitations and mineral licenses. The mineral resources are exclusive of mineral reserves and include approximately 76.0 Mt of measured and indicated mineral resources with a P 2 O 5 ap grade of 8.6%.
The mineral resources were restricted based on an optimized pit limit that took into account cut-off grade, price, mining costs, infrastructure limitations and mineral licenses. The mineral resources are exclusive of mineral reserves and include approximately 76.2 Mt of measured and indicated mineral resources with a P 2 O 5 ap grade of 8.6%.
Hickory Creek) from Farmland-Hydro. 2004 Cargill Crop Nutrition acquired and reopened the Wingate Facility. 2004 Mosaic created out of a combination between IMC and Cargill Crop Nutrition. 2005 Wingate is shutdown. 2006 The Fort Green site is closed permanently, and the property is consolidated into Four Corners and Wingate. 2008 Wingate is reopened. 2014 Mosaic acquired CF Industries’ phosphate business in Florida, which included the South Pasture property. 2018 South Pasture Facility is idled. 2018 Ona (western portion) property is consolidated into Four Corners. 2020 South Fort Meade acquired the Eastern Reserves Phase I. 2022 South Fort Meade acquired the Eastern Reserves Phase II. 54 Table of Content Geology and Mineralization The phosphate deposits of Florida are sedimentary in origin and part of a phosphate-bearing province that extends from southern Florida north along the Atlantic coast into southern Virginia.
Hickory Creek) from Farmland-Hydro. 2004 Cargill Crop Nutrition acquired and reopened the Wingate Facility. 2004 Mosaic created out of a combination between IMC and Cargill Crop Nutrition. 2005 Wingate is shutdown. 2006 The Fort Green site is closed permanently, and the property is consolidated into Four Corners and Wingate. 2008 Wingate is reopened. 2014 Mosaic acquired CF Industries’ phosphate business in Florida, which included the South Pasture property. 2018 South Pasture Facility is idled. 2018 Ona (western portion) property is consolidated into Four Corners. 2020 South Fort Meade acquired the Eastern Reserves Phase I. 2022 South Fort Meade acquired the Eastern Reserves Phase II. 53 Table of Content Geology and Mineralization The phosphate deposits of Florida are sedimentary in origin and part of a phosphate-bearing province that extends from southern Florida north along the Atlantic coast into southern Virginia.
Except as otherwise stated, the scientific and technical information relating to Florida Phosphates contained in this Form 10-K is derived from the 2022 S-K 1300 report for Florida Phosphates titled “Florida Phosphate Mining Technical Report Summary” effective December 31, 2022 prepared by employees of Mosaic.
Except as otherwise stated, the scientific and technical information relating to Florida Phosphate contained in this Form 10-K is derived from the 2022 S-K 1300 report for Florida Phosphate titled “Florida Phosphate Mining Technical Report Summary” effective December 31, 2022 prepared by employees of Mosaic.
Completion of mill expansion at K2 for an additional 0.7 million tonnes per year. 2014 3D seismic survey at Panel 11Q 3C (3.6 sq. miles, 9.3 sq. km) completed. 2015 3D seismic surveys at Gerald (4.7 sq. miles, 12.1 sq. km) and K3 (89.7 sq. miles, 232.4 sq. km) completed. 2016 Nine exploration drill holes completed. 2017 The K3 north shaft sinking was completed and the first K3 ore from the South shaft was skipped to surface and trucked to the K1 mill. 75 Table of Content 2018 The K3 to K2 overland conveyor construction was completed.
Completion of mill expansion at K2 for an additional 0.7 million tonnes per year. 2014 3D seismic survey at Panel 11Q 3C (3.6 sq. miles, 9.3 sq. km) completed. 2015 3D seismic surveys at Gerald (4.7 sq. miles, 12.1 sq. km) and K3 (89.7 sq. miles, 232.4 sq. km) completed. 2016 Nine exploration drill holes completed. 2017 The K3 north shaft sinking was completed and the first K3 ore from the South shaft was skipped to surface and trucked to the K1 mill. 74 Table of Content 2018 The K3 to K2 overland conveyor construction was completed.
K3 shaft pillar development was completed in December. The K3 fifth four-rotor miner started cutting in October. The first ore from K3 conveyed to K1. 2021 The sixth K3 four-rotor miner started cutting in January and the seventh four rotor-miner started cutting in May.
K3 shaft pillar development was completed in December. The K3 fifth four-rotor miner started cutting in October. The first ore from K3 conveyed to K1. 2021-2023 The sixth K3 four-rotor miner started cutting in January and the seventh four rotor-miner started cutting in May.
The current Tailings Management Area (“ TMA ”) footprint is designed to support the volume and deposition rates indicated in the 2024 LOM plan. The main source of water (non-potable) required for production is provided by SaskWater from Buffalo Pound Lake, an 18 mile (29 km) long, 0.6 mile (1 km) wide lake with an average depth of 10 ft.
The current Tailings Management Area (“ TMA ”) footprint is designed to support the volume and deposition rates indicated in the 2025 LOM plan. The main source of water (non-potable) required for production is provided by SaskWater from Buffalo Pound Lake, an 18 mile (29 km) long, 0.6 mile (1 km) wide lake with an average depth of 10 ft.
The net book value for Belle Plaine is $0.9 billion as of December 31, 2024. 59 Table of Content Figure 2.4: Location Plan Table 2.14: Mineral Lease Crown Lease Number Type Area (Ha) E Expiration Date KL 106-R Subsurface Mineral Lease 21,501 July 1, 2033 60 Table of Content Table 2.15: Sections and Acreages Owned by the Crown Township/Range Sections of Mineral Rights Owned by Crown* Area of Mineral Rights Owned by Crown (acres) 18/21 2/100 12 19/21 4-13/16 3,087 17/22 4-14/16 3,118 18/22 9-10/16 6,166 19/22 9-6/16 5,991 17/23 9-11/16 6,201 18/23 14-13/16 9,475 17/24 7-1/16 4,500 18/24 18-7/16 11,813 18/25 4-5/16 2,768 Total 83-2/100 53,131 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available.
The net book value for Belle Plaine is $0.9 billion as of December 31, 2025. 58 Table of Content Figure 2.4: Location Plan Table 2.14: Mineral Lease Crown Lease Number Type Area (Ha) E Expiration Date KL 106-R Subsurface Mineral Lease 21,501 July 1, 2033 59 Table of Content Table 2.15: Sections and Acreages Owned by the Crown Township/Range Sections of Mineral Rights Owned by Crown* Area of Mineral Rights Owned by Crown (acres) 18/21 2/100 12 19/21 4-13/16 3,087 17/22 4-14/16 3,118 18/22 9-10/16 6,166 19/22 9-6/16 5,991 17/23 9-11/16 6,201 18/23 14-13/16 9,475 17/24 7-1/16 4,500 18/24 18-7/16 11,813 18/25 4-5/16 2,768 Total 83-2/100 53,131 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available.
Table 2.26 lists the important historical dates and events for Esterhazy. 74 Table of Content Table 2.26: History Date Event/Activity 1928 Discovery of evaporites in the sedimentary sequence in Saskatchewan. 1955 International Minerals and Chemicals (IMC, Canada) Ltd. acquired >500,000 acre lease in Esterhazy area and started drilling. 1957 to 1962 IMC Corporation begins shaft sinking at K1.
Table 2.26 lists the important historical dates and events for Esterhazy. 73 Table of Content Table 2.26: History Date Event/Activity 1928 Discovery of evaporites in the sedimentary sequence in Saskatchewan. 1955 International Minerals and Chemicals (IMC, Canada) Ltd. acquired >500,000 acre lease in Esterhazy area and started drilling. 1957 to 1962 IMC Corporation begins shaft sinking at K1.
Ore mined for Belle Plaine is calculated (KCl concentrate mined by solution divided by the estimated global grade of the deposit). The calculation is based on actual KCl tonnes mined for January 1, 2024 through December 31, 2024. (g) Following completion of our Esterhazy K3 expansion project, a third-party audit assessed our Esterhazy Facility's nameplate capacity at 7.8 million tonnes.
Ore mined for Belle Plaine is calculated (KCl concentrate mined by solution divided by the estimated global grade of the deposit). The calculation is based on actual KCl tonnes mined for January 1, 2025 through December 31, 2025. (g) Following completion of our Esterhazy K3 expansion project, a third-party audit assessed our Esterhazy Facility's nameplate capacity at 7.8 million tonnes.
All parcels are bisected by County Road 663, State Road 62, State Road 64 and several local roads. The mining and beneficiation activities at this location have been idled. Located at 27.585787 N, 81.942888 W. 50 Table of Content Figure 2.3: Location Plan The table below includes only land holdings associated with our mining properties.
All parcels are bisected by County Road 663, State Road 62, State Road 64 and several local roads. The mining and beneficiation activities at this location have been idled. Located at 27.585787 N, 81.942888 W. 49 Table of Content Figure 2.3: Location Plan The table below includes only land holdings associated with our mining properties.
Key permit conditions Mosaic currently holds a total of eight permits within the CMC area (2,131 hectares). Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2024, all environmental licenses were either valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Key permit conditions Mosaic currently holds a total of eight permits within the CMC area (2,131 hectares). Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2025, all environmental licenses were either valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Key permit conditions Mosaic currently holds a total of eight permits within the CMC area (2,131 hectares). Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2024, all environmental licenses were either valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Key permit conditions Mosaic currently holds a total of eight permits within the CMC area (2,131 hectares). Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2025, all environmental licenses were either valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Current clay and tailings management areas footprints are expected to meet present demands, with additional capacity planned to meet the maximum volume and deposition rates from the 2024 LOM plan. An integrated operations center remotely controls certain functions at our Florida phosphate mines. Additional infrastructure may be added to increase production reliability or flexibility.
Current clay and tailings management areas footprints are expected to meet present demands, with additional capacity planned to meet the maximum volume and deposition rates from the 2025 LOM plan. An integrated operations center remotely controls certain functions at our Florida phosphate mines. Additional infrastructure may be added to increase production reliability or flexibility.
Assets added the injection wells 3 and 4, reclaim brine system, #4 boiler, process water building, cold leach motor control center room, #5 compaction system, #8 warehouse building, #2 reclaim, reclaim losses system, pond return slurry tank and centrifuge upgrades, rotary dryer #3, #2 loadout system, 37 miles (60 km) of new mine field pipelines, a drilling rig, new substation and replacement of the #4 crystallizer. 2010 The Pense 3D seismic survey was completed that covered approximately 15 sq. miles (40 sq. km) and was adjacent to and merged with the previous 3D surveys.
Assets added the injection wells 3 and 4, reclaim brine system, #4 boiler, process water building, cold leach motor control center room, #5 compaction system, #8 warehouse building, #2 reclaim, reclaim losses system, pond return slurry tank and centrifuge upgrades, rotary dryer #3, #2 loadout system, 37 miles (60 km) of new mine field pipelines, a drilling rig, new substation and replacement of the #4 crystallizer. 63 Table of Content 2010 The Pense 3D seismic survey was completed that covered approximately 15 sq. miles (40 sq. km) and was adjacent to and merged with the previous 3D surveys.
A US$/CAD$ exchange rate of 1.32 was used to assess prospects for economic extraction for the mineral resources but was not used for cut-off purposes. (m) A 4% K 2 O cut-off grade with less than 2% kieserite is used to estimate mineral resources. This is consistent with the definition of mineable potash established by the U.S. Geological Survey.
A US$/CAD$ exchange rate of 1.37 was used to assess prospects for economic extraction for the mineral resources but was not used for cut-off purposes. (m) A 4% K 2 O cut-off grade with less than 2% kieserite is used to estimate mineral resources. This is consistent with the definition of mineable potash established by the U.S. Geological Survey.
Cut-off grade of P 2 O 5 ap ≥ 5.0% and 0.9 ≤ RCP ≤ 3.0 was applied to mineral reserves. Mineral reserves were proven to be economic based on internal transfer price of R$525/tonne of phosphate rock (2024 LOM price evaluation) that was derived in the discounted cash flow and compared to the gross margin available.
Cut-off grade of P 2 O 5 ap ≥ 5.0% and 0.9 ≤ RCP ≤ 3.0 was applied to mineral reserves. Mineral reserves were proven to be economic based on internal transfer price of R$605.3/tonne of phosphate rock (2024 LOM price evaluation) that was derived in the discounted cash flow and compared to the gross margin available.
Table 2.9 lists the land status and acreages for the facilities and properties. 49 Table of Content Table 2.8: Property Locations Property Location South Fort Meade Facility Straddles the county line road beginning 1.3 miles (2.1 km) east of the City of Bowling Green and continuing another five miles (8 km). Located at 27.667195 N, 81.761349 W.
Table 2.9 lists the land status and acreages for the facilities and properties. 48 Table of Content Table 2.8: Property Locations Property Location South Fort Meade Facility Straddles the county line road beginning 1.3 miles (2.1 km) east of the City of Bowling Green and continuing another five miles (8 km). Located at 27.667195 N, 81.761349 W.
The net book value for Esterhazy is $3.2 billion as of December 31, 2024. 69 Table of Content Figure 2.5: Location Plan 70 Table of Content Table 2.22: Mineral Lease Crown Lease Number Type Area (Hectares) Expiration Date KL 105 Subsurface Mineral Lease 26,125 November 2, 2044 KL 126 Subsurface Mineral Lease 28,473 October 25, 2026 KLSA 003 Subsurface Mineral Lease 25,498 November 18, 2030 Table 2.23: Sections and Acreages Owned by the Crown Township/Range Sections of Mineral Rights Owned by Crown* Area of Mineral Rights Owned by Crown (acres) 19/30 19-2/16 12,221 20/30 18-1/16 11,542 21/30 18-6/16 11,753 22/30 2-1/16 1,331 19/31 18-1/16 11,561 20/31 19-3/16 12,265 21/31 13-7/16 8,613 22/31 15-15/16 10,238 18/32 5-7/16 3,471 19/32 18-15/16 12,116 20/32 14-11/16 9,388 21/32 17-2/16 10,970 22/32 4-6/16 2,799 18/33 5-12/16 3,662 19/33 10-11/16 6,850 20/33 11-7/16 7,326 21/33 8-5/16 5,313 22/33 1-6/16 878 18/1 15-9/16 9,969 19/1 15-14/16 10,158 20/1 16-7/16 10,533 21/1 14-6/16 9,207 22/1 4-3/16 2,668 19A/1 2-12/16 1,762 18/2 6-1/16 3,865 19/2 4-13/16 3,083 19A/2 1-12/16 1,130 Total 309-4/16 194,672 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available. 71 Table of Content Table 2.24: Sections and Acreages of Mosaic-Owned Mineral Rights Township/Range Sections of Mineral Rights Owned/ Leased by Mosaic* Area of Mineral Rights Owned/Leased by Mosaic (acres) 19/30 17-14/16 11,420 20/30 19-7/16 12,430 21/30 18-8/16 11,822 19/31 16-13/16 10,760 20/31 17-13/16 11,389 21/31 23-6/16 14,954 22/31 4-7/16 2,846 18/32 4-15/16 3,168 19/32 18-8/16 11,843 20/32 22-12/16 14,553 21/32 19-12/16 12,624 22/32 4-8/16 2,868 18/33 5-14/16 3,764 19/33 10-6/16 6,631 20/33 9-8/16 6,087 21/33 12-10/16 8,075 22/33 2-3/16 1,390 18/1 2-8/16 1,583 19/1 18-14/16 12,084 19A/1 4-15/16 3,177 20/1 20-8/16 13,134 21/1 21-7/16 13,707 22/1 9-15/16 6,343 18/2 2-9/16 1,631 19/2 10-4/16 6,579 19A/2 2-2/16 1,365 Total 30-2/16 206,227 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available. 72 Table of Content Table 2.25: Partial Mineral Rights Area Township/Range Crown Mineral Rights Leased by Mosaic, Currently Not Mineable (acres)* Mineral Rights Owned/Leased by Mosaic, Currently Not Mineable (acres)* 21/30 321 — 20/31 80 — 21/31 80 — 22/31 80 514 21/32 321 — 21/33 — 74 18/1 150 — 19/1 1209 138 19A/1 322 — 20/1 221 — 21/1 80 159 18/2 160 — 19/2 161 — 19A/2 61 — Total 3246 885 *Less than 100% share of a mineral rights parcel.
The net book value for Esterhazy is $3.3 billion as of December 31, 2025. 68 Table of Content Figure 2.5: Location Plan 69 Table of Content Table 2.22: Mineral Lease Crown Lease Number Type Area (Hectares) Expiration Date KL 105 Subsurface Mineral Lease 26,198 October 31, 2044 KL 126 Subsurface Mineral Lease 28,473 October 25, 2026 KLSA 003 Subsurface Mineral Lease 25,433 November 18, 2030 Table 2.23: Sections and Acreages Owned by the Crown Township/Range Sections of Mineral Rights Owned by Crown* Area of Mineral Rights Owned by Crown (acres) 19/30 19-2/16 12,221 20/30 18-1/16 11,542 21/30 18-6/16 11,753 22/30 2-1/16 1,331 19/31 18-1/16 11,561 20/31 19-3/16 12,265 21/31 13-7/16 8,613 22/31 15-15/16 10,238 18/32 5-7/16 3,471 19/32 18-15/16 12,116 20/32 14-11/16 9,388 21/32 17-2/16 10,970 22/32 4-6/16 2,799 18/33 5-12/16 3,662 19/33 10-11/16 6,850 20/33 11-7/16 7,326 21/33 8-5/16 5,313 22/33 1-6/16 878 18/1 15-9/16 9,969 19/1 15-14/16 10,158 20/1 16-7/16 10,533 21/1 14-6/16 9,207 22/1 4-3/16 2,668 19A/1 2-12/16 1,762 18/2 6-1/16 3,865 19/2 4-13/16 3,083 19A/2 1-12/16 1,130 Total 309-4/16 194,672 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available. 70 Table of Content Table 2.24: Sections and Acreages of Mosaic-Owned Mineral Rights Township/Range Sections of Mineral Rights Owned/ Leased by Mosaic* Area of Mineral Rights Owned/Leased by Mosaic (acres) 19/30 17-14/16 11,420 20/30 19-7/16 12,430 21/30 18-8/16 11,822 19/31 16-13/16 10,760 20/31 17-13/16 11,389 21/31 23-6/16 14,954 22/31 4-7/16 2,846 18/32 4-15/16 3,168 19/32 18-8/16 11,843 20/32 22-12/16 14,553 21/32 19-12/16 12,624 22/32 4-8/16 2,868 18/33 5-14/16 3,764 19/33 10-6/16 6,631 20/33 9-8/16 6,087 21/33 12-10/16 8,075 22/33 2-3/16 1,390 18/1 2-8/16 1,583 19/1 18-14/16 12,084 19A/1 4-15/16 3,177 20/1 20-8/16 13,134 21/1 21-7/16 13,707 22/1 9-15/16 6,343 18/2 2-9/16 1,631 19/2 10-4/16 6,579 19A/2 2-2/16 1,365 Total 30-2/16 206,227 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available. 71 Table of Content Table 2.25: Partial Mineral Rights Area Township/Range Crown Mineral Rights Leased by Mosaic, Currently Not Mineable (acres)* Mineral Rights Owned/Leased by Mosaic, Currently Not Mineable (acres)* 21/30 321 — 20/31 80 — 21/31 80 — 22/31 80 514 21/32 321 — 21/33 — 74 18/1 150 — 19/1 1209 138 19A/1 322 — 20/1 221 — 21/1 80 159 18/2 160 — 19/2 161 — 19A/2 61 — Total 3246 885 *Less than 100% share of a mineral rights parcel.
The potash industry in Saskatchewan is very mature which makes it easier to attract vendors to support the needs of the various mine sites throughout the province. Saskatoon and Regina both have large industrial sectors with a variety of machine shops and industrial support services. Some specialty services are provided from the Alberta oil and gas industry.
The potash industry in Saskatchewan is very mature which makes it easier to attract vendors to support the needs of the various mine sites throughout the province. Saskatoon and Regina both have large industrial sectors with a variety of machine shops and industrial support services. Some specialty services are provided from the Alberta or Manitoba oil and gas industry.
Section 11 Mining Recovery 28.4% Section 12, 13 External Dilution 0% Section 12, 13 Processing Method Two mill facilities that crush, float, screen and compact KCl. Section 14 Processing Recovery 85 to 88% (86.1% average) Section 14 Deleterious Elements and Impact Increased amounts of NaCl can significantly impact production volumes. Section 10 Environmental Requirements, Permits, etc.
Section 11 Mining Recovery 28.9% Section 12, 13 External Dilution 0% Section 12, 13 Processing Method Two mill facilities that crush, float, screen and compact KCl. Section 14 Processing Recovery 85 to 88% (86.1% average) Section 14 Deleterious Elements and Impact Increased amounts of NaCl can significantly impact production volumes. Section 10 Environmental Requirements, Permits, etc.
(j) A 4% K 2 O cut-off grade with less than 2% kieserite is used to estimate mineral reserves. This is consistent with the definition of mineable potash established by the U.S. Geological Survey. A US$232/tonne price was used to assess economic viability for the mineral resources but was not used for cut-off purposes.
(j) A 4% K 2 O cut-off grade with less than 2% kieserite is used to estimate mineral reserves. This is consistent with the definition of mineable potash established by the U.S. Geological Survey. A US$305/tonne price was used to assess economic viability for the mineral resources but was not used for cut-off purposes.
(i) 2024 LOM price evaluation. Mineral Reserve Estimates The Belle Plaine Facility mineral reserves are reported as in-situ mineralization accounting for all applicable modifying factors. Mineral reserves meet all the mining criteria required at the Belle Plaine Facility including, but not limited to mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors.
(i) 2025 LOM price evaluation. Mineral Reserve Estimates The Belle Plaine Facility mineral reserves are reported as in-situ mineralization accounting for all applicable modifying factors. Mineral reserves meet all the mining criteria required at the Belle Plaine Facility including, but not limited to mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors.
The Town of Esterhazy maintains a paved 3,000 feet (914 m) long airstrip, located eight miles (13 km) southwest of the K1 mill. 73 Table of Content The Esterhazy Facility’s workforce lives throughout the area, generally within 62 miles (100 km) of the mine sites. This includes the Russell and Binscarth areas of western Manitoba.
The Town of Esterhazy maintains a paved 3,000 feet (914 m) long airstrip, located eight miles (13 km) southwest of the K1 mill. 72 Table of Content The Esterhazy Facility’s workforce lives throughout the area, generally within 62 miles (100 km) of the mine sites. This includes the Russell and Binscarth areas of western Manitoba.
(b) All acres include surface rights with the exception of the DeSoto mineral rights. 51 Table of Content Governmental permits and approvals for mining are obtained from federal, state and county authorities, including the Environmental Resource Permit (“ ERP ”) issued by FDEP and permits required by Section 404 of the federal Clean Water Act.
(b) All acres include surface rights with the exception of the DeSoto mineral rights. 50 Table of Content Governmental permits and approvals for mining are obtained from federal, state and county authorities, including the Environmental Resource Permit (“ ERP ”) issued by FDEP and permits required by Section 404 of the federal Clean Water Act.
Mineral Resource and Mineral Reserve Assumption and Modifying Factors The key mineral resource and mineral reserve assumptions and modifying factors are listed in Table 2.19. 66 Table of Content Table 2.19: Key Assumptions and Modifying Factors Parameter Value TRS Section Supporting Information Regional geologic studies, 700 production wells, seismic surveys and greater than 55 years of mining history from approximately 350 caverns.
Mineral Resource and Mineral Reserve Assumption and Modifying Factors The key mineral resource and mineral reserve assumptions and modifying factors are listed in Table 2.19. 65 Table of Content Table 2.19: Key Assumptions and Modifying Factors Parameter Value TRS Section Supporting Information Regional geologic studies, 700 production wells, seismic surveys and greater than 55 years of mining history from approximately 350 caverns.
Section 14 Processing Recovery 79 to 90% Section 14 Deleterious Elements and Impact Trace NaCl and MgCl 2 Section 10 Environmental Requirements – Permits, etc. No significant environmental permitting encumbrances. Section 17 Geotechnical Factors (if any) No concerns. Section 13 Hydrological or Hydrogeological Factors (if any) No concerns. Section 13 Commodity Prices KCl commodity prices of US$325 for mineral reserves.
Section 14 Processing Recovery 79 to 90% Section 14 Deleterious Elements and Impact Trace NaCl and MgCl 2 Section 10 Environmental Requirements – Permits, etc. No significant environmental permitting encumbrances. Section 17 Geotechnical Factors (if any) No concerns. Section 13 Hydrological or Hydrogeological Factors (if any) No concerns. Section 13 Commodity Prices KCl commodity prices of US$255 for mineral reserves.
The plant produces phosphate conventional and ultrafine concentrate, which is sent by pipeline (conventional) and truck (ultrafine) to local Mosaic chemical plants for finished product production. 79 Figure 2.6: Project Location Plan Infrastructure Tapira is located in a highly developed region known as Alto Parnaíba.
The plant produces phosphate conventional and ultrafine concentrate, which is sent by pipeline (conventional) and truck (ultrafine) to local Mosaic chemical plants for finished product production. 78 Figure 2.6: Project Location Plan Infrastructure Tapira is located in a highly developed region known as Alto Parnaíba.
A US$/CAD$ exchange rate of 1.32 was used to assess prospects for economic extraction for the mineral resources but was not used for cut-off purposes. (l) No cut-off grade or value based on commodity price is used to estimate mineral resources as the mining method used at Colonsay or Esterhazy is not grade selective.
A US$/CAD$ exchange rate of 1.37 was used to assess prospects for economic extraction for the mineral resources but was not used for cut-off purposes. (l) No cut-off grade or value based on commodity price is used to estimate mineral resources as the mining method used at Colonsay or Esterhazy is not grade selective.
The mineralization is assumed to be 77 Table of Content laterally continuous and consistent, based on publicly available regional geological information and Mosaic's knowledge of the local geology and area. Mineral resources that are not mineral reserves have not demonstrated economic viability utilizing the criteria and assumptions required at Esterhazy.
The mineralization is assumed to be 76 Table of Content laterally continuous and consistent, based on publicly available regional geological information and Mosaic's knowledge of the local geology and area. Mineral resources that are not mineral reserves have not demonstrated economic viability utilizing the criteria and assumptions required at Esterhazy.
Except as otherwise stated, the scientific and technical information relating to Belle Plaine is derived from the 2024 S-K 1300 report titled “Belle Plaine Potash Facility Technical Report Summary” prepared by employees of Mosaic and the scientific and technical information relating to Esterhazy in this Form 10-K is derived from the 2021 S-K 1300 report titled “Esterhazy Potash Facility Technical Report Summary” effective December 31, 2021 prepared by employees of Mosaic.
Except as otherwise stated, the scientific and technical information relating to Belle Plaine is derived from the 2024 S-K 1300 report titled “Belle Plaine Potash Facility Technical Report Summary” prepared by employees of Mosaic and the scientific and technical information relating to Esterhazy in this Form 10-K is derived from the 2025 S-K 1300 report titled “Esterhazy Potash Facility Technical Report Summary” effective December 31, 2025 prepared by employees of Mosaic.
Table 2.3: Phosphates Overview Florida Phosphates See Florida Phosphates Individual Property Disclosure below. Peru - Compañía Minera Miski Mayo S.R.L. (“ Miski Mayo ”) Location Sechura Province in the Piura Region, Peru Type and amount of ownership interests 75% owned by Compañía Minera Miski Mayo S.R.L., a wholly-owned indirect subsidiary of Mosaic.
Table 2.3: Phosphate Overview Florida Phosphate See Florida Phosphate Individual Property Disclosure below. Peru - Compañía Minera Miski Mayo S.R.L. (“ Miski Mayo ”) Location Sechura Province in the Piura Region, Peru Type and amount of ownership interests 75% owned by Compañía Minera Miski Mayo S.R.L., a wholly-owned indirect subsidiary of Mosaic.
The Esterhazy Member is mined using conventional underground techniques at the Esterhazy Facility in southeastern Saskatchewan, and by solution mining techniques at the Belle Plaine Facility.
The Esterhazy Member is mined using conventional underground techniques at the Esterhazy Facility in southeastern Saskatchewan, and by solution mining techniques at the Belle Plaine Potash Facility.
Except as otherwise stated, the mineral resource and reserve estimates are prepared by people who are qualified persons in accordance with subpart 1300 of Regulation S-K 1300 who are employees of the Company, and who have reviewed the mineral reserve estimates and mineral resource estimates and the material assumptions underlying the estimates and determined that the estimates and material assumptions remain current as of December 31, 2024.
Except as otherwise stated, the mineral resource and reserve estimates are prepared by people who are qualified persons in accordance with subpart 1300 of Regulation S-K 1300 who are employees of the Company, and who have reviewed the mineral reserve estimates and mineral resource estimates and the material assumptions underlying the estimates and determined that the estimates and material assumptions remain current as of December 31, 2025.
Additional areas of exploration and research include better understanding the non-weathered material and titanium ore for future mining prospects. 81 History of Previous Operations Tapira has been in operation since 1978 and has produced more than 70 million tonnes ( “ Mt ” ) of phosphate concentrate.
Additional areas of exploration and research include better understanding the non-weathered material and titanium ore for future mining prospects. 80 History of Previous Operations Tapira has been in operation since 1978 and has produced more than 70 million tonnes ( “ Mt ” ) of phosphate concentrate.
Our material properties, as determined pursuant to S-K 1300, are Florida Phosphates, Esterhazy, Belle Plaine and Tapira. Further information about these properties can be found in the technical report summaries (“ TRSs ” or “ TRS ”) filed as exhibits to this Form 10-K.
Our material properties, as determined pursuant to S-K 1300, are Florida Phosphate, Esterhazy, Belle Plaine and Tapira. Further information about these properties can be found in the technical report summaries (“ TRSs ” or “ TRS ”) filed as exhibits to this Form 10-K.
Table 2.12: Mineral Resources at the End of the Fiscal Year Ended December 31, 2024 Based on a LOM Plan Phosphate Rock Price of $143 per tonne (a)(b)(c)(d)(f) (tonnes in millions) Category Tonnes (e) Grade %P 2 O 5 (e) Cut-off Grade Metallurgical Recovery % Measured 102.0 29.9 n/a 100 % Indicated 415.0 30.1 n/a 100 % Measured + Indicated 517.0 30.0 n/a 100 % Inferred 83.0 30.0 n/a 100 % ______________________________ (a) Mineral resources are not mineral reserves and do not meet the threshold for mineral reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral reserves.
Table 2.12: Mineral Resources at the End of the Fiscal Year Ended December 31, 2025 Based on a LOM Plan Phosphate Rock Price of $148 per tonne (a)(b)(c)(d)(f) (tonnes in millions) Category Tonnes (e) Grade %P 2 O 5 (e) Cut-off Grade Metallurgical Recovery % Measured 102.0 29.9 n/a 100 % Indicated 415.0 30.1 n/a 100 % Measured + Indicated 517.0 30.0 n/a 100 % Inferred 83.0 30.0 n/a 100 % ______________________________ (a) Mineral resources are not mineral reserves and do not meet the threshold for mineral reserve modifying factors, such as estimated economic viability, that would allow for conversion to mineral reserves.
The reference point for cut-off grade and pit optimization analysis is tonnes of concentrate at a price of R$1,940/tonne concentrate (2024 price evaluation). Cut-off grade of P 2 O 5 ap ≥ 5.0% and 0.9 ≤ RCP ≤ 3.0 was applied to mineral reserves.
The reference point for cut-off grade and pit optimization analysis is tonnes of concentrate at a price of R$1,940/tonne concentrate (2025 price evaluation). Cut-off grade of P 2 O 5 ap ≥ 5.0% and 0.9 ≤ RCP ≤ 3.0 was applied to mineral reserves.
Mineral reserves were proven to be economic based on internal transfer price that was derived in the discounted cash flow and compared to the gross margin available. Mineral Resources and Mineral Reserves Comparison The comparison of the Mineral Resources as of December 31, 2023 and December 31, 2024 can be found in Table 2.32.
Mineral reserves were proven to be economic based on internal transfer price that was derived in the discounted cash flow and compared to the gross margin available. Mineral Resources and Mineral Reserves Comparison The comparison of the Mineral Resources as of December 31, 2024 and December 31, 2025 can be found in Table 2.32.
Many large component vendors have branch offices in either Lakeland or Tampa, Florida. Engineering, design and technical services are readily available in Bartow, Lakeland and Tampa, Florida. 52 Table of Content Mining Method Our mining operations in central Florida extract phosphate using surface mining techniques.
Many large component vendors have branch offices in either Lakeland or Tampa, Florida. Engineering, design and technical services are readily available in Bartow, Lakeland and Tampa, Florida. 51 Table of Content Mining Method Our mining operations in central Florida extract phosphate using surface mining techniques.
History and Exploration Table 2.10 lists the important historical dates and events relevant to the mining facilities and exploration properties: 53 Table of Content Table 2.10: History Date Event/Activity 1881 Pebble phosphate discovered along the Peace River south of Fort Meade by Captain J.
History and Exploration Table 2.10 lists the important historical dates and events relevant to the mining facilities and exploration properties: 52 Table of Content Table 2.10: History Date Event/Activity 1881 Pebble phosphate discovered along the Peace River south of Fort Meade by Captain J.
The intervening barren salt beds consist of brownish red, vitreous to translucent halite with minor sylvite and carnallite and increased insoluble materials content. 76 Table of Content Mineral Resource and Mineral Reserve Assumptions and Modifying Factors The key mineral resource and mineral reserve assumptions and modifying factors are listed in Table 2.27.
The intervening barren salt beds consist of brownish red, vitreous to translucent halite with minor sylvite and carnallite and increased insoluble materials content. 75 Table of Content Mineral Resource and Mineral Reserve Assumptions and Modifying Factors The key mineral resource and mineral reserve assumptions and modifying factors are listed in Table 2.27.
Except as otherwise stated, the scientific and technical information relating to Tapira contained in this Form 10-K is derived from the 2023 S-K 1300 report for Tapira titled “SEC S-K 1300 Technical Report Summary Mosaic Fertilizantes: Complexo Mineracao de Tapira” effective December 31, 2023 prepared by qualified persons who are employees of WSP USA Inc., which is not affiliated with Mosaic.
Except as otherwise stated, the scientific and technical information relating to Tapira contained in this Form 10-K is derived from the 2023 S-K 1300 report for Tapira titled “SEC S-K 1300 Technical Report Summary Mosaic Fertilizantes: Complexo Mineração de Tapira” effective December 31, 2023 prepared by qualified persons who are employees of WSP USA Inc., which is not affiliated with Mosaic.
Property Locations Figure 2.1 and Figure 2.2 show the locations of each Resource and Reserve property. 35 Table of Content Figure 2.1: North America Resource and Reserve Location Map 36 Table of Content Figure 2.2: South America Resource and Reserve Location Map 37 Table of Content Property Overview Annual Production Table 2.1 shows the production tonnage and grade for all phosphate properties for 2024, 2023 and 2022.
Property Locations Figure 2.1 and Figure 2.2 show the locations of each Resource and Reserve property. 35 Table of Content Figure 2.1: North America Resource and Reserve Location Map 36 Table of Content Figure 2.2: South America Resource and Reserve Location Map 37 Table of Content Property Overview Annual Production Table 2.1 shows the production tonnage and grade for all phosphate properties for 2025, 2024 and 2023.
Section 17 Geotechnical Factors (if any) No concerns. Section 13 Hydrological or hydrogeological factors (if any) Water inflow onto mining areas can impact recovery and dilution. Section 13 Commodity Price $103/tonne of phosphate rock for 2022 mineral resources and $143/tonne for mineral reserves.
Section 17 Geotechnical Factors (if any) No concerns. Section 13 Hydrological or hydrogeological factors (if any) Water inflow onto mining areas can impact recovery and dilution. Section 13 Commodity Price $103/tonne of phosphate rock for 2022 mineral resources and $148/tonne for mineral reserves.
The current infrastructure includes major road and highway access, railway support from Canadian National Railway (“ CNR ”) and Canadian Pacific Railway (“ CPR ”), 61 Table of Content SaskPower-supplied electricity, Trans Gas-supplied natural gas and potable and non-potable water supplied from a local fresh water source.
The current infrastructure includes major road and highway access, railway support from Canadian National Railway (“ CNR ”) and Canadian Pacific Railway (“ CPR ”), SaskPower-supplied electricity, Trans Gas-supplied natural gas and potable and non-potable water supplied from a local fresh 60 Table of Content water source.
Section 7 Average total thickness of the potash mineralization 8.55 feet (2.6 m)., based on the ratio of 8.5 feet (2.6 m). production panel mining height and 9.0 feet (2.7 m) development mining heights. Section 11 Density 129.878 lbs./cu ft.
Section 7 Average total thickness of the potash mineralization 8.64 feet (2.6 m)., based on the ratio of 8.5 feet (2.6 m). production panel mining height and 9.0 feet (2.7 m) development mining heights. Section 11 Density 129.878 lbs./cu ft.
Table 2.1 Summary of Production - Phosphate Properties (in millions of tonnes) December 31, Mine Property Annual Operational Capacity (tonnes) (a)(b) 2024 2023 2022 Production (tonnes) %P 2 O 5 (c) Production (tonnes) %P 2 O 5 (c) Production (tonnes) %P 2 O 5 (c) Phosphate (Grade: P 2 O 5 ) (c) Florida 14.0 8.9 28.3 9.1 27.8 9.6 27.6 Total United States 14.0 8.9 28.3 9.1 27.8 9.6 27.6 Miski Mayo (d) 4.8 4.8 29.7 4.7 29.7 4.2 29.7 Total Peru 4.8 4.8 29.7 4.7 29.7 4.2 29.7 Araxá / Patrocinio 1.1 0.8 34.5 0.9 34.7 0.9 34.5 Cajati 0.5 0.4 34.3 0.3 33.7 0.3 34.3 Catalão 1.0 0.9 34.7 1.0 34.8 1.1 34.8 Tapira 2.0 1.8 35.0 1.7 35.2 1.9 35.1 Total Brazil 4.6 3.9 34.8 3.9 34.9 4.2 34.8 Total Phosphate 23.4 17.6 30.1 17.7 29.9 18.0 29.8 ______________________________ (a) Annual operational capacity is the expected average long-term annual capacity for finished goods considering constraints represented by the grade, quality and quantity of the reserves being mined as well as equipment performance and other operational factors.
Table 2.1 Summary of Production - Phosphate Properties (in millions of tonnes) December 31, Mine Property Annual Operational Capacity (tonnes) (a)(b) 2025 2024 2023 Production (tonnes) %P 2 O 5 (c) Production (tonnes) %P 2 O 5 (c) Production (tonnes) %P 2 O 5 (c) Phosphate (Grade: P 2 O 5 ) (c) Florida (d) 14.0 9.5 27.9 8.9 28.3 9.1 27.8 Total United States 14.0 9.5 27.9 8.9 28.3 9.1 27.8 Miski Mayo (e)(f) 4.8 5.1 19.7 4.8 29.7 4.7 29.7 Total Peru 4.8 5.1 19.7 4.8 29.7 4.7 29.7 Araxá / Patrocinio 1.1 1.0 35.1 0.8 34.5 0.9 34.7 Cajati 0.5 0.5 34.0 0.4 34.3 0.3 33.7 Catalão 1.0 0.9 34.7 0.9 34.7 1.0 34.8 Tapira 2.0 1.8 34.9 1.8 35.0 1.7 35.2 Total Brazil 4.6 4.2 34.8 3.9 34.8 3.9 34.9 Total Phosphate 23.4 18.8 27.2 17.6 30.1 17.7 29.9 ______________________________ (a) Annual operational capacity is the expected average long-term annual capacity for finished goods considering constraints represented by the grade, quality and quantity of the reserves being mined as well as equipment performance and other operational factors.
Table 2.2 Summary of Production - Potash Properties (in millions of tonnes) December 31, Facility Annualized Proven Peaking Capacity (tonnes) (a)(b) Annual Operational Capacity (tonnes) (b)(c)(d) 2024 2023 2022 Ore Mined (tonnes) Grade % K 2 O (e) Ore Mined (tonnes) Grade % K 2 O (e) Ore Mined (tonnes) Grade % K 2 O (e) Belle Plaine – MOP (f) 3.9 3.0 11.6 19.3 10.2 19.3 11.3 19.3 Esterhazy – MOP (g) 6.3 6.3 15.6 22.2 14.1 23.4 13.7 24.5 Colonsay – MOP (h) 2.6 1.5 1.8 26.5 1.8 25.6 2.6 26.4 Total Canada 12.8 10.8 29.0 21.3 26.1 21.9 27.6 22.5 Carlsbad – K-Mag ®(i) 0.9 0.7 2.3 6.6 2.3 6.7 3.0 6.2 Total United States 0.9 0.7 2.3 6.6 2.3 6.7 3.0 6.2 Taquari – MOP 0.7 0.5 1.7 16.4 1.9 14.7 1.6 14.3 Total Brazil 0.7 0.5 1.7 16.4 1.9 14.7 1.5 14.3 Total Potash 14.4 12.0 33.0 20.0 30.3 20.3 32.1 20.6 ______________________________ (a) Represents full capacity based on 350 operating days per annum.
Table 2.2 Summary of Production - Potash Properties (in millions of tonnes) December 31, Facility Annualized Proven Peaking Capacity (tonnes) (a)(b) Annual Operational Capacity (tonnes) (b)(c)(d) 2025 2024 2023 Ore Mined (tonnes) Grade % K 2 O (e) Ore Mined (tonnes) Grade % K 2 O (e) Ore Mined (tonnes) Grade % K 2 O (e) Belle Plaine – MOP (f) 3.9 3.0 11.0 19.3 11.6 19.3 10.2 19.3 Esterhazy – MOP (g) 6.3 6.3 15.5 21.9 15.6 22.2 14.1 23.4 Colonsay – MOP (h) 2.6 1.5 2.5 25.4 1.8 26.5 1.8 25.6 Total Canada 12.8 10.8 29.0 21.2 29.0 21.3 26.1 21.9 Carlsbad – K-Mag ®(i) 0.9 0.7 1.7 6.8 2.3 6.6 2.3 6.7 Total United States 0.9 0.7 1.7 6.8 2.3 6.6 2.3 6.7 Taquari – MOP (j) — — 1.5 16.7 1.7 16.4 1.9 14.7 Total Brazil 0.0 0.0 1.5 16.7 1.7 16.4 1.9 14.7 Total Potash 13.7 11.5 32.2 20.2 33.0 20.0 30.3 20.3 ______________________________ (a) Represents full capacity based on 350 operating days per annum.
Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2024, all environmental licenses were valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Permit conditions are dictated by operating licenses, which are maintained and renewed on a regular basis. As of December 31, 2025, all environmental licenses were valid or were being renewed pursuant to applications filed with the Brazilian Environmental Agency.
Section 16 56 Table of Content Mineral Resource Estimates Mosaic’s phosphate mineral resources are reported as a beneficiation plant product (phosphate rock) tonnage and P 2 O 5 grade, including a total primary impurities ratio (“ MER ”).
Section 16 55 Table of Content Mineral Resource Estimates Mosaic’s phosphate mineral resources are reported as a beneficiation plant product (phosphate rock) tonnage and P 2 O 5 grade, including a total primary impurities ratio (“ MER ”).
(b) Mineral resources have an effective date of December 31, 2024. Mineral resources are reported exclusive of those mineral resources that have been converted to mineral reserves. Unlike mineral reserves, mineral resources do not have demonstrated economic viability, but they do demonstrate reasonable prospects for economic extraction.
(b) Mineral resources have an effective date of December 31, 2025. Mineral resources are reported exclusive of those mineral resources that have been converted to mineral reserves. Unlike mineral reserves, mineral resources do not have demonstrated economic viability, but they do demonstrate reasonable prospects for economic extraction.
This is because the mining method used at Esterhazy is not grade selective. The potash mineralization is mined on one level by continuous miners following the well-defined and continuous beds of mineralization with relatively consistent grades (Section 11.2). (g) Tonnages are in U.S. Customary and metric units and are rounded to the nearest million tonnes.
This is because the mining method used at Esterhazy is not grade selective. The potash mineralization is mined on one level by continuous miners following the well-defined and continuous beds of mineralization with relatively consistent grades (Section 11.2 and Section 13.3.10). (g) Tonnages are in U.S. Customary and metric units and are rounded to the nearest million tonnes.
Changes in mineral reserve tonnage from the prior year are the result of mining depletion and re-evaluations. 58 Table of Content BELLE PLAINE The Belle Plaine Facility is in the rural municipality of Pense (No. 160) in the province of Saskatchewan, Canada.
Changes in mineral reserve tonnage from the prior year are the result of mining depletion and re-evaluations. 57 Table of Content BELLE PLAINE The Belle Plaine Facility is in the rural municipality of Pense (No. 160) in the province of Saskatchewan, Canada.
Section 17 Exchange Rate (US$/C$) 1.32 Section 17 Mineral Resource Estimates The Belle Plaine Facility mineral resources are reported as in-situ mineralization and are exclusive of mineral reserves. The mineral resources occur in the Esterhazy, Belle Plaine and Patience Lake members.
Section 17 Exchange Rate (US$/C$) 1.37 Section 17 Mineral Resource Estimates The Belle Plaine Facility mineral resources are reported as in-situ mineralization and are exclusive of mineral reserves. The mineral resources occur in the Esterhazy, Belle Plaine and Patience Lake members.
Additional details regarding the estimation methodology are listed in Section 11 of the 2021 Esterhazy Facility TRS filed as an Exhibit to the 2021 Form 10-K. The mineral resource estimates for the Esterhazy Facility are listed in Table 2.28.
Additional details regarding the estimation methodology are listed in Section 11 of the 2025 Esterhazy Facility TRS filed as an Exhibit to the 2025 Form 10-K. The mineral resource estimates for the Esterhazy Facility are listed in Table 2.28.
(f) A LOM commodity price of $143 per tonne of phosphate rock was used to assess prospects for economic extraction but is not used for cut-off purposes. 57 Table of Content Mineral Reserve Estimates Mosaic’s estimated mineral reserves are located at the South Fort Meade, Four Corners and Wingate mine facilities and are reported as a beneficiation plant product (phosphate rock) tonnage and P 2 O 5 grade including a total MER.
(f) A LOM commodity price of $148 per tonne of phosphate rock was used to assess prospects for economic extraction but is not used for cut-off purposes. 56 Table of Content Mineral Reserve Estimates Mosaic’s estimated mineral reserves are located at the South Fort Meade, Four Corners and Wingate mine facilities and are reported as a beneficiation plant product (phosphate rock) tonnage and P 2 O 5 grade including a total MER.
Mosaic, through Mosaic Potash Esterhazy Limited Partnership, a wholly-owned indirect subsidiary of Mosaic, leases 197,920 acres of mineral rights from the Crown under Subsurface Mineral Leases KL 105, KL 126, and KLSA 003. Table 2.22 lists additional information regarding the three Crown leases. Table 2.23 outlines the total acreage of the Crown leases designated by township and range.
Mosaic, through Mosaic Potash Esterhazy Limited Partnership, a wholly-owned indirect subsidiary of Mosaic, leases 197,940.75 acres of mineral rights from the Crown under Subsurface Mineral Leases KL 105, KL 126, and KLSA 003. Table 2.22 lists additional information regarding the three Crown leases. Table 2.23 outlines the total acreage of the Crown leases designated by township and range.
All mineral titles owned or leased by Mosaic include the “subsurface mineral” which under The Subsurface Mineral Tenure Regulations (Saskatchewan) means all natural mineral salts of boron, calcium, lithium, magnesium, potassium, sodium, bromine, chlorine, fluorine, iodine, nitrogen, phosphorus and sulfur, and their compounds, occurring more than 60m below the surface of the land.
All mineral titles owned or leased by Mosaic include the “subsurface mineral” which under The Subsurface Mineral Tenure Regulations (Saskatchewan) means all natural mineral salts of boron, calcium, lithium, magnesium, potassium, sodium, bromine, chlorine, fluorine, iodine, nitrogen, phosphorus and sulfur, and their compounds, occurring more than 60 m below the surface of the land.
Infrastructure includes a phosphate beneficiation plant with associated support infrastructure, including tailings storage facilities, maintenance facilities, warehouses, and various administrative and other support facilities. The mine infrastructure 80 includes overburden storage and other material storage facilities, surface water management features and maintenance, warehouses and other typical support infrastructure.
Infrastructure includes a phosphate beneficiation plant with associated support infrastructure, including tailings storage facilities, maintenance facilities, warehouses, and various administrative and other support facilities. The mine infrastructure 79 includes overburden storage and other material storage facilities, surface water management features and maintenance, warehouses and other typical support infrastructure.
Mineral reserves meet all the mining criteria required at Esterhazy including, but not limited to mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors. 78 Table of Content The methodology for estimating mineral reserves consists of post pillar mine design work and scheduling and the application of mining recovery and unplanned dilution.
Mineral reserves meet all the mining criteria required at Esterhazy including, but not limited to mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and governmental factors. The methodology for estimating mineral reserves consists of post pillar mine design work and scheduling and the application of mining recovery and unplanned dilution.
Paired wells are directionally drilled, cased and cemented to the base of the potash beds and are then connected underground using proprietary potash mining techniques. Solution mining can target extraction of the potash (“ KCl ”) beds. Current mining practices allow for all three potash beds in the Prairie Evaporite formation to be recovered.
Paired wells are directionally drilled, cased and cemented to the base of the potash beds and are then connected underground using proprietary 61 Table of Content potash mining techniques. Solution mining can target extraction of the potash (“ KCl ”) beds. Current mining practices allow for all three potash beds in the Prairie Evaporite formation to be recovered.
Supplies are sourced locally, regionally and internationally based on availability or commercial considerations. Lead times and on-hand inventory are balanced to meet the needs of the site. 62 Table of Content Mining Method The Belle Plaine Facility accesses the potash mineral reserves remotely by solution mining the ore.
Supplies are sourced locally, regionally and internationally based on availability or commercial considerations. Lead times and on-hand inventory are balanced to meet the needs of the site. Mining Method The Belle Plaine Facility accesses the potash mineral reserves remotely by solution mining the ore.
Future projections are modeled with mass and energy balance software to predict the future production and recovery capabilities. 63 Table of Content History and Exploration The Belle Plaine Facility started production in 1964, after a period of significant research into solution mining, potash recovery and processing plant construction.
Future projections are modeled with mass and energy balance software to predict the future production and recovery capabilities. History and Exploration The Belle Plaine Facility started production in 1964, after a period of significant research into solution mining, potash recovery and processing plant construction.
As of December 31, 2024, all environmental licenses were either still valid or were being renewed pursuant to applications with the Peruvian Environmental Agency within the legal deadlines.
As of December 31, 2025, all environmental licenses were either still valid or were being renewed pursuant to applications with the Peruvian Environmental Agency within the legal deadlines.
The Esterhazy Member is mined using conventional underground techniques at the Esterhazy Facility in southeastern Saskatchewan, and by solution mining techniques at the Belle Plaine Facility. 65 Table of Content The mineable potash mineralization at Belle Plaine occurs in the three major potash bearing members, all of which are included in the solution mining.
The Esterhazy Member is mined using conventional underground techniques at the Esterhazy Facility in southeastern Saskatchewan, and by solution mining techniques at the Belle Plaine Facility. The mineable potash mineralization at Belle Plaine occurs in the three major potash bearing members, all of which are included in the solution mining.
The 2024 Belle Plaine LOM plan based on mineral reserves has a total mine life of 60 years, ending in 2084. Processing Recovery Method The Belle Plaine Facility processing plant receives KCl-NaCl rich brine, known as raw feed, from the mine and achieves KCl recovery through the refinery and cooling pond areas.
The 2025 Belle Plaine LOM plan based on mineral reserves has a total mine life of 59 years, ending in 2084. Processing Recovery Method The Belle Plaine Facility processing plant receives KCl-NaCl rich brine, known as raw feed, from the mine and achieves KCl recovery through the refinery and cooling pond areas.
(h) Rounding as required by reporting guidelines may result in apparent summation differences. (i) %K 2 O refers to the total %K 2 O of the sample. (j) The percent carnallite refers to the mineral associated with potash ore at Esterhazy (KCl.MgCl3.6H 2 O). It is considered an impurity. (k) 2024 LOM price evaluation.
(h) Rounding as required by reporting guidelines may result in apparent summation differences. (i) %K 2 O refers to the total %K 2 O of the sample. (j) The percent carnallite refers to the mineral associated with potash ore at Esterhazy (KCl.MgCl3.6H 2 O). It is considered an impurity.
Table 2.17: Partial Mineral Rights Area Township/Range Sections of Crown Mineral Rights Leased by Mosaic, Currently Not Mineable* Crown Mineral Rights Leased by Mosaic, Currently Not Mineable (acres) 18/22 1-2/100 652 19/22 1-7/100 682 18/23 38/100 241 18/24 97/100 307 Total 3-83/100 1,882 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available.
Table 2.17: Partial Mineral Rights Area Township/Range Sections of Crown Mineral Rights Leased by Mosaic, Currently Not Mineable* Crown Mineral Rights Leased by Mosaic, Currently Not Mineable (acres) 18/22 1-2/100 652 19/22 1-7/100 682 18/23 38/100 241 18/24 48/100 307 Total 2-94/100 1,882 *Full sections range from 640 acres to 644 acres; total acreage shown above is based on 640 acres per section where actual survey acreage is not available.
The mining solution dissolves the potash, regardless of its grade, to make a concentrate that is pumped to the surface from the mining caverns for processing. A KCl commodity price of US $314/tonne was used for 2025 to 2084 to assess prospects for economic extraction for the mineral resources but is not used for cut-off purposes.
The mining solution dissolves the potash, regardless of its grade, to make a concentrate that is pumped to the surface from the mining caverns for processing. A KCl commodity price of US $255/tonne was used for 2026 to 2084 to assess prospects for economic extraction for the mineral resources but is not used for cut-off purposes.
Section 11 Mineral Reserve Cut-off Cut-off based on productivity factors per site have been applied to estimate mineral reserves. Section 12 Mining Dilution 11.5 to 24.1% minimum pebble volume dilution and 10.3 to 12.9% minimum concentrate volume dilution.
Section 11 Mineral Reserve Cut-off Cut-off based on productivity factors per site have been applied to estimate mineral reserves. Section 12 Mining Dilution 11 to 18.9% minimum pebble volume dilution and 10.5 to 12.1% minimum concentrate volume dilution.
Additional details regarding the estimation methodology are listed in Section 12 of the 2021 Esterhazy Facility TRS filed as an Exhibit to the 2021 Form 10-K. The mineral reserve estimates for the Esterhazy Facility are listed in Table 2.29.
Additional details regarding the estimation methodology are listed in Section 12 of the 2025 Esterhazy Facility TRS filed as an Exhibit to this Form 10-K. The mineral reserve estimates for the Esterhazy Facility are listed in Table 2.29.

… 91 more changes not shown on this page.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

7 edited+3 added−0 removed16 unchanged
Biggest changeThe CAFC is reviewing a challenge to DOC’s final determination in the CVD investigation for Russia; DOC is expected to issue a second remand determination for the CVD investigation for Morocco, which will then be reviewed by the CIT; and the CIT is reviewing a January 2024 ITC remand determination upholding its original affirmative injury determination.
Biggest changeThe CAFC is reviewing a challenge to DOC’s final determination in the first administrative review for Morocco; the CIT is reviewing the DOC’s second remand redetermination for the CVD investigation for Morocco, the DOC’s first remand redetermination for the first administrative review for Russia, and the DOC’s final determinations for the second administrative reviews for Morocco and Russia; and the ITC recently reaffirmed its original affirmative injury finding in a second remand redetermination, which is also being reviewed by the CIT and briefing is underway.
Faustina Plant Risk Management Plan . On September 14, 2022, EPA Region 6 issued a Notice of Potential Violation and Opportunity to Confer (“ NOPVOC ”) regarding compliance of our Faustina Plant with Section 112(r) of the Federal Clean Air Act and 40 C.F.R. Part 68, commonly known as the Risk Management Plan Rule (“ RMP Rule ”).
On September 14, 2022, EPA Region 6 issued a Notice of Potential Violation and Opportunity to Confer (“ NOPVOC ”) regarding compliance of our Faustina Plant with Section 112(r) of the Federal Clean Air 85 Act and 40 C.F.R. Part 68, commonly known as the Risk Management Plan Rule (“ RMP Rule ”).
In addition, in November and December 2024 DOC announced the final results of the second administrative reviews for the CVD orders on phosphate fertilizers for Russia and Morocco covering calendar year 2022. DOC calculated subsidy rates of 16.60% for OCP and 18.21% for PhosAgro.
In November and December 2024 DOC announced the final results of the second administrative reviews for the CVD orders on phosphate fertilizers for Russia and Morocco covering calendar year 2022. DOC calculated subsidy rates of 16.60% for OCP and 18.21% for PhosAgro.
James Parish Department of Emergency Preparedness on March 14, 2024, and we completed installation and began operation of the ammonia monitors on April 24, 2024. 86
James Parish Department of Emergency Preparedness on March 14, 2024, and we completed installation and began operation of the ammonia monitors on April 24, 2024.
Mosaic has also made claims contesting certain aspects of DOC’s final determinations that, we believe, failed to capture the full extent of Moroccan and Russian subsidies. 85 These litigation challenges remain underway.
Mosaic has also made claims contesting certain aspects of DOC’s final determinations that, we believe, failed to capture the full extent of Moroccan and Russian subsidies. 84 These litigation challenges remain underway.
On December 23, 2021, plaintiffs opposed that motion and Mosaic replied to that opposition on January 26, 2022. On April 6, 2022, the court heard argument on the motions to dismiss filed by Mosaic and each other co-defendant. In late March 2023, the court denied Mosaic's motions to dismiss. We intend to continue to vigorously defend this matter.
On December 23, 2021, plaintiffs opposed that motion and Mosaic replied to that opposition on January 26, 2022. On April 6, 2022, the court heard argument on the motions to dismiss filed by Mosaic and each other co-defendant. In late March 2023, the court denied Mosaic’s motions to dismiss.
The applicable final CVD assessment rates and cash deposit rates for imports of phosphate fertilizer from Morocco and Russia could change as a result of these various proceedings and potential associated appeals, whether in federal courts or at the World Trade Organization. The South Pasture Mine – Hardee County Enforcement Action.
The applicable final CVD assessment rates and cash deposit rates for imports of phosphate fertilizer from Morocco and Russia could change as a result of these various proceedings and potential associated appeals. The South Pasture Mine – Hardee County Enforcement Action.
Added
On December 22, 2025, the court heard argument on co-defendants’ motion for partial summary judgement based on their claim that the court lacked subject matter jurisdiction over the plaintiffs’ demands for injunctive relief.
Added
Under the state’s Local Action Rule, where the relief being sought would directly affect real property (here, in Polk County), the court must have territorial jurisdiction over the property in order to have the requisite subject matter jurisdiction.
Added
Because the plaintiffs seek to excavate real property in Polk County, the court concluded on February 20, 2026 it did not have jurisdiction. It granted the summary judgement motion based on the local action rule, and not on the merits of plaintiffs’ claims. We continue to vigorously defend this matter. Faustina Plant Risk Management Plan .

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

1 edited+0 added−0 removed0 unchanged
Biggest changeItem 4. Mine Safety Disclosures. Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this report. 87 PART II.
Biggest changeItem 4. Mine Safety Disclosures. Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this report. 86 PART II.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

2 edited+0 added−1 removed6 unchanged
Biggest changeThe following provides information related to equity compensation plans: Plan category Number of shares to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of outstanding options, warrants and rights (b) Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in first column) Equity compensation plans approved by stockholders 3,736,021 $ 32.68 15,843,627 Equity compensation plans not approved by stockholders — — — Total 3,736,021 $ 32.68 15,843,627 ______________________________ (a) Includes grants of 534,126 stock options, 1,592,931 time-based restricted stock units and 1,608,964 total stockholder return (“ TSR ”) performance units settled in stock.
Biggest changeThe following provides information related to equity compensation plans: Plan category Number of shares to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of outstanding options, warrants and rights (b) Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in first column) Equity compensation plans approved by stockholders 4,757,057 $ 29.80 13,077,090 Equity compensation plans not approved by stockholders — — — Total 4,757,057 $ 29.80 13,077,090 ______________________________ (a) Includes grants of 334,175 stock options, 2,159,334 time-based restricted stock units and 2,263,548 total stockholder return (“ TSR ”) performance units settled in stock.
During the period covered by this report, no options to purchase shares of common stock of Mosaic were exercised for which the purchase price was so paid.
During the period covered by this report, no options to purchase shares of common stock of Mosaic were exercised for which the purchase price was so paid. Item 6. Reserved.
Removed
The following table sets forth information with respects to shares of our Common Stock that we purchased under the repurchase programs during the quarter ended December 31, 2024: Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of a publicly announced program Maximum approximate dollar value of shares that may yet be purchased under the program (a) Common Stock October 1, 2024- October 31, 2024 — $ — — $ 957,429,576 November 1, 2024- November 30, 2024 937,875 26.63 937,875 932,458,629 December 1, 2024- December 31, 2024 — — — 932,458,629 Total 937,875 $ 26.63 937,875 $ 932,458,629 (a) At the end of the month shown.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

1 edited+0 added−0 removed0 unchanged
Biggest changeItem 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 88 The Management’s Discussion and Analysis of Financial Condition and Results of Operations listed in the Financial Table of Contents included in this report is incorporated herein by reference.
Biggest changeItem 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The Management’s Discussion and Analysis of Financial Condition and Results of Operations listed in the Financial Table of Contents included in this report is incorporated herein by reference.

Other MOS 10-K year-over-year comparisons