Sec Form 4 Filing - MACK RICHARD L @ MOSAIC CO - 2015-06-01

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person MACK RICHARD L 2. Issuer Name and Ticker or Trading Symbol MOSAIC CO [ MOS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Chief Financial Officer (Last) (First) (Middle) C/O THE MOSAIC COMPANY, 3033 CAMPUS DRIVE, SUITE E490 3. Date of Earliest Transaction (MM/DD/YY) 06/01/2015 (Street) PLYMOUTH, MN55441 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 06/01/2015 M( 1 ) 9,582 A $ 17.29 88,334 D Common Stock 06/01/2015 S( 1 ) 9,582 D $ 45.4431 ( 2 ) 78,752 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) $ 17.29 06/01/2015 M 9,582 ( 3 ) 08/01/2015 Common Stock 9,582 $ 0 0 D Stock Option (Right to Buy) $ 15.45 ( 3 ) 08/04/2016 Common Stock 47,319 47,319 D Stock Option (Right to Buy) $ 40.03 ( 3 ) 08/02/2017 Common Stock 19,368 19,368 D Stock Option (Right to Buy) $ 127.21 ( 3 ) 07/31/2018 Common Stock 5,486 5,486 D Stock Option (Right to Buy) $ 52.72 ( 3 ) 07/27/2019 Common Stock 10,216 10,216 D Stock Option (Right to Buy) $ 44.93 ( 3 ) 07/27/2020 Common Stock 15,194 15,194 D Stock Option (Right to Buy) $ 70.62 ( 3 ) 07/21/2021 Common Stock 10,767 10,767 D Restricted Stock Units $ 0 ( 4 ) 07/19/2015 ( 5 ) Common Stock 6,942 6,942 D Stock Option (Right to Buy) $ 57.62 ( 6 ) 07/19/2022 Common Stock 17,483 17,483 D Restricted Stock Units $ 0 ( 4 ) 07/18/2016 ( 5 ) Common Stock 7,403 7,403 D Stock Option (Right to Buy) $ 54.03 ( 7 ) 07/18/2023 Common Stock 18,939 18,939 D Restricted Stock Units $ 0 ( 4 ) 03/07/2017 ( 5 ) Common Stock 8,043 8,043 D Stock Option (Right to Buy) $ 49.73 ( 8 ) 03/07/2024 Common Stock 21,288 21,288 D Stock Option (Right to Buy) $ 50.43 ( 9 ) 03/05/2025 Common Stock 24,249 24,249 D Restricted Stock Units $ 0 ( 4 ) ( 10 ) ( 5 ) Common Stock 21,949 21,949 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MACK RICHARD L C/O THE MOSAIC COMPANY 3033 CAMPUS DRIVE, SUITE E490 PLYMOUTH, MN55441 EVP, Chief Financial Officer Signatures /s/ Mark J. Isaacson, Attorney-in-Fact for Richard L. Mack 06/02/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The stock option exercise and sale were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2015, relating to reporting person's stock options that are expiring on August 1, 2015. ( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.16 to $45.935, inclusive. The reporting person undertakes to provide to The Mosaic Company, any security holder of The Mosaic Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 2 to this Form 4. ( 3 )This Stock Option is 100% exercisable. ( 4 )One-for-One ( 5 )Not Applicable ( 6 )Grant Date 07/19/2012; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter. ( 7 )Grant Date 07/18/2013; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter. ( 8 )Grant Date 03/07/2014; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter. ( 9 )Grant Date 03/05/2015; option becomes exercisable in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter. ( 10 )Grant Date 5/14/2015; restricted stock units vest in three equal installments commencing on the first anniversary of the grant date and on each anniversary thereafter.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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