SEC Info - Vale S.A., et al. - ‘3’ for 1/8/18 re: Mosaic Co.

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Vale S.A.

(Last)

(First)

(Middle)

C/O VALE S.A.,

PRAIA DE BOTAFOGO, 186, 20TH FLOOR

(Street)

BOTAFOGO, RIO DE JANEIRO

22250-145

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
1/8/18

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

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

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

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	34,176,574	I	See Footnotes ⁽¹⁾ ⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

1. Name and Address of Reporting Person^*

Vale S.A.

(Last)

(First)

(Middle)

C/O VALE S.A.,

PRAIA DE BOTAFOGO, 186, 20TH FLOOR

(Street)

BOTAFOGO, RIO DE JANEIRO

22250-145

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Vale Fertilizer Netherlands B.V.

(Last)

(First)

(Middle)

HERIKERBERGWEG 238 LUNA ARENA

(Street)

AMSTERDAM

1101

(City)

(State)

(Zip)

Explanation of Responses:

(1) Vale S.A. ("Vale") and Vale Fertilizer Netherlands B.V., an indirect wholly owned subsidiary of Vale (together with Vale, the "Reporting Persons"), hold an aggregate of 34,176,574 Common Shares (the "Shares") of The Mosaic Company (the "Issuer"). Vale is the holder of record of an aggregate of 29,854,571 Shares and Vale Fertilizer Netherlands B.V. is the holder of record of an aggregate of 4,322,003 Shares.

(2) Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.

Remarks:

(3) Solely for purposes of Section 16 of the Exchange Act, each of the Reporting Persons may be deemed directors-by-deputization by virtue of their contractual right to appoint up to two directors to the board of directors of the Issuer. As a result, the "Director" box is marked in Item 4 of this Form 3. (4) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. (5) Andre Figueiredo is signing on behalf of both Vale S.A. and Vale Fertilizer Netherlands B.V. pursuant to the Powers of Attorney dated January 11, 2018, which were previously filed with the Securities and Exchange Commission.

	/s/ Andre Figueiredo, Vale S.A. (5)	1/18/18
	/s/ Andre Figueiredo, Vale Fertilizer Netherlands B.V. (5)	1/18/18
	** Signature of Reporting Person	Date
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Vale S.A., et al. – ‘3’ for 1/8/18 re: Mosaic Co.

On: Thursday, 1/18/18, at 4:03pm ET · For: 1/8/18 · Accession #: 903423-18-29 · File #: 1-32327

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Vale S.A., et al. – ‘3’ for 1/8/18 re: Mosaic Co.

On: Thursday, 1/18/18, at 4:03pm ET · For: 1/8/18 · Accession #: 903423-18-29 · File #: 1-32327

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34Filing Table of Contents

This ‘3’ Document is an XML Data File that may be rendered in various formats:

Initial Statement of Beneficial Ownership of Securities by an Insider — Form 3 — SEA’34
Filing Table of Contents