FMC CORP — fact timeline

FMC CORP incurred senior notes of $1.2 billion aggregate principal amount with Citigroup Global Markets Inc., as representative of the several initial purchasers at 8.000% per annum maturing mature on June 1, 2031.

“completed its previously announced private offering (the “Offering”) of $1.2 billion aggregate principal amount of its 8.000% Senior Secured Notes due 2031”

FMC CORP entered into Indenture with U.S. Bank Trust Company, National Association, as trustee and notes collateral agent valued at $1.2 billion aggregate principal amount (effective 2026-06-05).

“The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of June 5, 2026, between the Company, the Subsidiary Guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”) and notes collateral agent (the “Notes Collateral Agent”).”

FMC CORP entered into purchase agreement with Citigroup Global Markets Inc., as representative of the several initial purchasers valued at $1.2 billion aggregate principal amount (effective 2026-05-21).

“On June 5, 2026, FMC Corporation (the “Company”) completed its previously announced private offering (the “Offering”) of $1.2 billion aggregate principal amount of its 8.000% Senior Secured Notes due 2031 (the “Notes”). The Notes were sold under a purchase agreement, dated as of May 21, 2026, entered into by and among the Company, the Subsidiary Guarantors (as defined below) party thereto and Citigroup Global Markets Inc., as representative of the several initial purchasers”

FMC CORP: Board approved amendments to the Restated By-Laws, including technical changes to advance notice provisions, effective April 28, 2026 (effective 2026-04-28).

“The Board also approved certain amendments to the Company’s Restated By-Laws (as amended, the “ Amended and Restated By-Laws ”), including certain limited technical changes related to the advance notice provisions to clarify certain procedural requirements with respect to director nominations and proposals of business.”

FMC CORP: Stockholders approved miscellaneous amendments to the Restated Certificate of Incorporation, effective upon filing on April 29, 2026 (effective 2026-04-29).

“stockholders approved certain amendments (the “ Charter Amendments ”) to the Company’s Restated Certificate of Incorporation (the “ Certificate of Incorporation ”).”

FMC CORP reported full-year 2026 results: revenue $3.60 billion to $3.80 billion, EPS $1.63 to $1.89. Guidance reaffirmed.

“diluted share, down $2.13 versus Q1 2025 • Adjusted loss per diluted share of $0.23, down 41 cents versus Q1 2025 Maintains 2026 Full-Year Outlook 1 • Revenue excluding India of $3.60 billion to $3.80 billion, a decline of 5 percent at the midpoint versus 2025 ◦ Excluding 2025 India contributions the 2026 outlook represents a decline at the midpoint of 3 percent •”

Dirk A. Kempthorne departed as Director at FMC CORP.

“FMC Corporation (the “ Company ”) announced the passing of Dirk A. Kempthorne, a member of our board of directors (the “ Board ”) since 2009.”

FMC CORP amended Amendment No. 6 with the Lenders (effective 2026-04-16).

“On April 16, 2026, FMC Corporation (the “Company”) and certain subsidiaries of the Company entered into Amendment No. 6 (the “Amendment”) to that certain Fifth Amended and Restated Credit Agreement, dated as of June 17, 2022 (the “Credit Agreement”), among the Company, certain of the Company’s subsidiaries from time to time party thereto, Citibank, N.A., as administrative agent, and each lender and issuing bank from time to time party thereto (the “Lenders”).”

FMC CORP announced a restructuring with charges of approximately $560 to $635 million affecting Manufacturing Restructuring Program and cost-reduction initiatives in Asia.

“The Company expects to incur pre-tax restructuring charges over the life of the program in the range of approximately $560 to $635 million, which is subject to future changes, in connection with these efforts.”

FMC CORP amended Amendment No. 5 to Fifth Amended and Restated Credit Agreement with Citibank, N.A., as administrative agent, and each lender and issuing bank valued at Modifications to leverage ratio and minimum interest coverage ratio financial covenants; covenant re (effective 2025-12-08).

“On December 8, 2025, FMC Corporation (the "Company") and certain subsidiaries of the Company entered into Amendment No. 5 (the "Amendment") to that certain Fifth Amended and Restated Credit Agreement, dated as of June 17, 2022, among the Company, certain of the Company's subsidiaries from time to time party thereto as borrowers, Citibank, N.A., as administrative agent, and each lender and issuing bank from time to time party thereto (the "Lenders").”

FMC CORP incurred senior notes of $750,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 8.450% per year maturing November 1, 2055.

“On May 27, 2025, FMC Corporation (the “Company”) completed the sale of $750,000,000 aggregate principal amount of the Company’s 8.450% Fixed-to-Fixed Reset Rate Subordinated Notes due 2055 (the “Notes”). The Notes were issued under and are governed by a Subordinated Indenture, dated as of May 27, 2025 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented and amended by a First Supplemental Indenture, dated as of May 27, 2025, by and among the Company and the Trustee (the “First Supplemental Indenture” and the Base Indenture, as so supplemented and amended, the “Indenture”).”

Sara Velazquez Ponessa was appointed as Executive Vice President, General Counsel and Corporate Secretary at FMC CORP.

“On April 22, 2025, the Company announced that Sara Velazquez Ponessa has been named Executive Vice President, General Counsel and Corporate Secretary succeeding Mr. Reilly, effective June 1, 2025.”

Michael F. Reilly departed as Executive Vice President, General Counsel, Chief Compliance Officer and Secretary at FMC CORP.

“On April 22, 2025, FMC Corporation (“FMC” or the “Company”) announced that Mr. Michael F. Reilly will retire from his positions as Executive Vice President, General Counsel, Chief Compliance Officer and Secretary of the Company effective June 1, 2025, and retire fully from the Company effective July 1, 2025.”

John M. Raines was elected as director at FMC CORP.

“The Board of Directors of FMC Corporation (“Company”) has elected John M. Raines as a director of the Company effective July 15, 2024.”

Ronaldo Pereira was appointed as President at FMC CORP.

“In addition, the Board has appointed Ronaldo Pereira to the role of President of the Company.”

Mark A. Douglas resigned as President and Chief Executive Officer at FMC CORP.

“He succeeds Mark A. Douglas, who has stepped down from his roles as President and Chief Executive Officer and resigned as a member of the Board.”

Pierre R. Brondeau was appointed as Chief Executive Officer and Chairman at FMC CORP.

“The Board of Directors (the “Board”) of FMC Corporation (the “Company”) has appointed Pierre R. Brondeau as Chief Executive Officer in addition to his role as Chairman of the Board.”

FMC CORP reported the three months ended March 31, 2024 results: revenue $918 million, net income net loss of $3 million, EPS loss of $0.02 per diluted share. Guidance reaffirmed.

“maintains full year outlook Significant improvement in first quarter cash from operations up $708 million versus prior year period First Quarter 2024 Highlights • Revenue of $918 million, down 32 percent versus Q1 2023 and down 31 percent organically 1 • Consolidated GAAP net loss of $3 million, down 102 percent versus Q1 2023 • Adjusted EBITDA of $161 million,”

FMC CORP shareholders approved Stockholder proposal requesting simple majority vote at the 2024-04-30 meeting.

“The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below: Votes For: 101,923,656 Against: 1,140,511 Abstain: 184,717 Broker Non-Votes: 11,150,288”

FMC CORP shareholders approved Non-binding advisory vote to approve the compensation of the Company's named executive officers at the 2024-04-30 meeting.

“The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below: Votes For: 91,830,419 Against: 11,192,405 Abstain: 226,060 Broker Non-Votes: 11,150,288”

FMC CORP shareholders approved Ratification of the Audit Committee's approval for the continuing service of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2024 at the 2024-04-30 meeting.

“The number of votes cast for, against and abstained with respect to this proposal is set forth below: Votes For: 107,474,727 Against: 6,592,523 Abstain: 331,922”

FMC CORP shareholders approved Election of Directors at the 2024-04-30 meeting.

“Pierre Brondeau, Eduardo E. Cordeiro, Carol Anthony ("John") Davidson, Mark Douglas, Kathy L. Fortmann, C. Scott Greer, K'Lynne Johnson, Dirk A. Kempthorne, Margareth Øvrum, Robert C. Pallash, and Patricia Verduin, Ph.D. were each duly nominated for, and elected by the stockholders to our Board of Directors (the "Board")”

FMC CORP announced a restructuring with charges of Consulting and other professional service fees totaling approximately $5 to $15 million affecting Global (Global workforce reduction of approximately 8%).

“The Company expects to incur consulting and other professional service fees totaling approximately $5 to $15 million to help execute these actions as well as for the design and implementation of the future structures and processes.”

FMC CORP announced a restructuring with charges of Asset write-off charges in the range of $80 to $90 million primarily related to possible relocation of manufacturing and other operations affecting Global (Global workforce reduction of approximately 8%).

“We expect asset write-off charges in the range of $80 to $90 million in connection with Project Focus activities primarily related to the possible relocation of certain manufacturing and other operations.”

FMC CORP announced a restructuring with charges of Total severance charges and related benefit costs estimated in the range of $85 to $100 million affecting Global (including voluntary separation program in select jurisdictions and workforce reduction in Brazil) (Global workforce reduction of approximately 8%).

“The Company estimates total severance charges and related benefit costs for actions associated with Project Focus to be in the range of $85 to $100 million.”

FMC CORP announced a restructuring with charges of Pre-tax restructuring charges in the range of approximately $180 to $215 million in connection with Project Focus affecting Global (Global workforce reduction of approximately 8%).

“The Company expects to incur pre-tax restructuring charges in the range of approximately $180 to $215 million, which is subject to future changes, in connection with Project Focus.”

FMC CORP reported financial results for the three and twelve months ended December 31, 2023.

“On February 5, 2024, FMC Corporation issued a press release announcing the financial results for the three and twelve months ended December 31, 2023”

FMC CORP announced a restructuring with charges of $20 to $40 million affecting Brazil business and select jurisdictions.

“The Company estimates severance charges and other costs for initial actions already underway through Project Focus to be in the range of $20 to $40 million.”

FMC CORP amended Amendment No. 2 with the lenders party thereto and issuing banks party thereto and Citibank, N.A., as administrative agent (effective 2023-11-07).

“On November 7, 2023, FMC Corporation (the “ Company ”) entered into Amendment No. 2 (the “ Amendment ”) to that certain Fifth Amended and Restated Credit Agreement, dated as of June 17, 2022, among the Company, as U.S. Borrower, certain foreign subsidiaries of the Company party thereto, as Euro Borrowers, the lenders party thereto (the “ Lenders ”) and issuing banks party thereto and Citibank, N.A., as administrative agent (as previously amended, the “ Credit Agreement ”).”

FMC CORP reported three and nine months ended September 30, 2023 results: revenue $982 million. Guidance lowered.

“full-year outlook Third quarter results significantly impacted by lower sales in Latin America, channel destocking in all regions Third Quarter 2023 Highlights • Revenue of $982 million, a decrease of 29 percent versus Q3 2022 and down 29 percent organically 1 • Consolidated GAAP net loss of $4 million, down 103 percent versus Q3 2022 • Adjusted EBITDA of $175”

FMC CORP reported full year 2023 results: revenue $4,480M to $4,720M. Guidance lowered.

“FY 2023 Q4 2023 Revenue $4,480M to $4,720M $1,139M to $1,379M Adjusted EBITDA $970M to $1,030M $246M to $306M”

FMC CORP reported third quarter results: revenue $982 million, EPS $0.44. Guidance lowered.

“Revenue in the third quarter is now expected to be $982 million with adjusted EBITDA of $175 million and adjusted earnings per share of $0.44.”

FMC CORP reported Q2 2023 results: revenue $1.01 billion, net income $32.4 million, EPS $0.24 per diluted share. Guidance lowered.

“FMC Corporation (NYSE:FMC) today reported second quarter 2023 revenue of $1.01 billion, down 30 percent versus second quarter 2022, and down 28 percent organically. On a GAAP basis, the company reported earnings of $0.24 per diluted share in the second quarter, a decrease of 77 percent versus second quarter 2022.”

Patricia Verduin was elected as director at FMC CORP.

“The Board of Directors of FMC Corporation (“Company”) has elected Patricia Verduin, Ph.D., as a director of the Company effective July 17, 2023.”

FMC CORP reported full-year 2023 results: revenue $5.20 billion to $5.40 billion. Guidance lowered.

“The Company is revising its full-year financial outlook with revenue now expected to be $5.20 billion to $5.40 billion. Adjusted EBITDA for the full year is now expected to be $1.30 billion to $1.40 billion.”

FMC CORP reported second quarter 2023 results: revenue $1.00 billion and $1.03 billion. Guidance lowered.

“Revenue in the second quarter is now expected to be between $1.00 billion and $1.03 billion. Adjusted EBITDA is expected to be in the range of $185 million to $190 million.”

FMC CORP amended Amendment No. 1 with the Lenders, the issuing banks, and Citibank, N.A. (effective 2023-06-30).

“On June 30, 2023, FMC Corporation (the “ Company ”) entered into Amendment No. 1 (the “ Amendment ”) to that certain Fifth Amended and Restated Credit Agreement, dated as of June 17, 2022, among the Company, as U.S. Borrower, certain foreign subsidiaries of the Company party thereto, as Euro Borrowers, the lenders party thereto (the “ Lenders ”) and issuing banks party thereto and Citibank, N.A., as administrative agent (the “ Credit Agreement ”).”

FMC CORP incurred senior notes of $500,000,000 with U.S. Bank Trust Company, National Association at 6.375% maturing May 18, 2053.

“On May 18, 2023, FMC Corporation (the “Company”) completed the sale of $500 million principal amount of 5.150% Senior Notes due 2026 (the “2026 Notes”), $500 million principal amount of 5.650% Senior Notes due 2033 (the “2033 Notes”) and $500 million principal amount of 6.375% Senior Notes due 2053 of the Company (the “2053 Notes” and, together with the 2026 Notes and the 2033 Notes, the “Notes”).”

FMC CORP incurred senior notes of $500,000,000 with U.S. Bank Trust Company, National Association at 5.650% maturing May 18, 2033.

“On May 18, 2023, FMC Corporation (the “Company”) completed the sale of $500 million principal amount of 5.150% Senior Notes due 2026 (the “2026 Notes”), $500 million principal amount of 5.650% Senior Notes due 2033 (the “2033 Notes”) and $500 million principal amount of 6.375% Senior Notes due 2053 of the Company (the “2053 Notes” and, together with the 2026 Notes and the 2033 Notes, the “Notes”).”

FMC CORP incurred senior notes of $500,000,000 with U.S. Bank Trust Company, National Association at 5.150% maturing May 18, 2026.

“On May 18, 2023, FMC Corporation (the “Company”) completed the sale of $500 million principal amount of 5.150% Senior Notes due 2026 (the “2026 Notes”), $500 million principal amount of 5.650% Senior Notes due 2033 (the “2033 Notes”) and $500 million principal amount of 6.375% Senior Notes due 2053 of the Company (the “2053 Notes” and, together with the 2026 Notes and the 2033 Notes, the “Notes”).”

FMC CORP amended Fifth Supplemental Indenture with U.S. Bank Trust Company, National Association valued at $500 million (effective 2023-05-18).

“The Notes were issued under and are governed by an Indenture, dated as of November 15, 2009 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented and amended by a Fifth Supplemental Indenture, dated as of May 18, 2023, by and among the Company and the Trustee (the “Fifth Supplemental Indenture” and the Base Indenture, as so supplemented and amended, the “Indenture”).”

FMC CORP reported the three months ended March 31, 2023 results: revenue $1.34 billion, net income $196 million, EPS $1.55 per diluted share. Guidance raised.

“First Quarter 2023 Highlights • Revenue of $1.34 billion, flat versus Q1 2022 and up 4 percent organically 1 • Consolidated GAAP net income of $196 million, down 7 percent versus Q1 2022 • Adjusted EBITDA of $362 million, up 2 percent versus Q1 2022 • Consolidated GAAP earnings of $1.55 per diluted share, down 6 percent versus Q1 2022 • Adjusted earnings per diluted share of $1.77, down 6 percent versus Q1 2022 • Returned approximately $100 million to shareholders, including $25 million in share repurchases”

FMC CORP shareholders approved Non-binding advisory vote on frequency of future advisory votes on executive compensation at the 2023-04-27 meeting.

“At the Annual Meeting, the stockholders indicated their preference, in a non-binding advisory vote, with respect to the frequency of future advisory votes regarding the compensation of the Company’s named executive officers. The number of votes cast to hold future advisory votes regarding executive compensation every year, every two years and every three years, and the number of shares abstaining, is set forth below: Votes One Year: 103,212,544 Two Years: 60,621 Three Years: 1,825,872 Abstain: 142,418 Broker Non-Votes: 6,634,168 In accordance with these results and its previous recommendation (as set forth in the definitive proxy statement for the 2023 Annual Meeting), the Board has determined that the Company will hold future advisory votes regarding the compensation of the Company’s named executive officers every year until the next advisory vote on the frequency of advisory votes regarding executive compensation, which the Company expects to hold no later than its 2029 Annual Meetin”

FMC CORP shareholders approved Non-binding advisory vote to approve executive compensation at the 2023-04-27 meeting.

“At the Annual Meeting, the stockholders also voted, in a non-binding advisory vote, to approve the compensation of the Company’s named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below: Votes For: 96,038,680 Against: 8,972,887 Abstain: 229,888 Broker Non-Votes: 6,634,168”

FMC CORP shareholders approved Approval of the Plan (equity compensation plan) at the 2023-04-27 meeting.

“At the Annual Meeting, the stockholders also voted on a proposal to approve the Plan. The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below: Votes For: 98,337,131 Against: 6,825,120 Abstain: 79,204 Broker Non-Votes: 6,634,168 Accordingly, the Plan was approved by the stockholders and became effective on April 27, 2023.”

FMC CORP shareholders approved Ratification of KPMG LLP as independent registered public accounting firm for fiscal year 2023 at the 2023-04-27 meeting.

“At the Annual Meeting, the stockholders also voted on the ratification of the Audit Committee’s approval for the continuing service of KPMG LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The number of votes cast for, against and abstained with respect to this proposal is set forth below: Votes For: 106,735,488 Against: 4,903,152 Abstain: 236,983 Accordingly, the selection of KPMG LLP as the company’s independent registered public accounting firm for 2023 was ratified.”

FMC CORP shareholders approved Election of Directors at the 2023-04-27 meeting.

“At the Annual Meeting, Pierre Brondeau, Eduardo E. Cordeiro, Carol Anthony (“John”) Davidson, Mark Douglas, Kathy L. Fortmann, C. Scott Greer, K’Lynne Johnson, Dirk A. Kempthorne, Margareth Ø vrum, and Robert C. Pallash were each duly nominated for, and elected by the stockholders to our Board of Directors (the “Board”). These individuals will serve on our Board for a one-year term expiring in 2024. The number of votes cast for, against, abstained, and the number of broker non-votes with respect to each nominee is set forth below: For Against Abstain Broker Non-Votes Pierre Brondeau 99,801,956 5,333,016 106,483 6,634,168 Eduardo E. Cordeiro 98,874,313 6,243,174 123,968 6,634,168 Carol Anthony ("John") Davidson 104,326,978 802,855 111,622 6,634,168 Mark Douglas 102,934,979 2,213,280 93,196 6,634,168 Kathy L. Fortmann 102,331,068 2,798,704 111,683 6,634,168 C. Scott Greer 97,339,848 7,785,129 116,478 6,634,168 K’Lynne Johnson 102,695,627 2,343,266 202,562 6,634,168 Dirk A. Kempthorne 99,”

Vincent R. Volpe, Jr. departed as Director at FMC CORP.

“On February 23, 2023, Vincent R. Volpe, Jr. informed FMC Corporation (“FMC” or the “Company”) that he will not be standing for re-election to FMC’s Board of Directors (the “Board”) at the 2023 Annual Meeting.”

FMC CORP: Amended and restated by-laws to revise proxy solicitation requirements to comply with Rule 14a-19, revise director nominee questionnaire information requirements, and incorporate ministerial changes (effective 2022-12-14).

“On December 14, 2022, the Board of Directors of FMC Corporation (the “Company”) amended and restated the by-laws (the “By-laws”) of the Company to (a) revise Article III, Section 3 with respect to proxy solicitation and other requirements related to compliance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, (b) revise Article IV, Section 8 with respect to the information required to be set forth in the questionnaire delivered to the Company by director nominees and (c) incorporate ministerial, clarifying and conforming changes.”

Kathleen Shelton departed as Executive Vice President and Chief Technology Officer at FMC CORP.

“On December 14, 2022, FMC Corporation (“FMC” or the “Company”) announced that Dr. Kathleen Shelton will retire from her position as Executive Vice President and Chief Technology Officer (“CTO”) of the Company effective March 31, 2023.”