Sec Form 4 Filing - BRONDEAU PIERRE R @ FMC CORP - 2019-03-01

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person BRONDEAU PIERRE R 2. Issuer Name and Ticker or Trading Symbol FMC CORP [ FMC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO and Chariman of Bd (Last) (First) (Middle) FMC CORPORATION, 2929 WALNUT STREET 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2019 (Street) PHILADELPHIA, PA19104 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 03/01/2019 A 7,594.88 ( 1 ) A 58,596 I Thrift Plan Common Stock 316,831 ( 2 ) D Common Stock 54,705 I By one or more GRATS

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BRONDEAU PIERRE R FMC CORPORATION 2929 WALNUT STREET PHILADELPHIA, PA19104 X CEO and Chariman of Bd Signatures /s/ Andrea E. Utecht, as attorney in fact for Pierre R. Brondeau 03/05/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of common stock of FMC Corporation ("FMC"), par value $0.10 per share ("FMC Common Stock"), received by the Reporting Person under the FMC Corporation Nonqualified Savings and Investment Plan in connection with the prorata spinoff distribution ("Distribution") by FMC of all of its shares of common stock, par value $0.001 per share, of Livent Corporation ("Livent") to the holders of record of FMC Common Stock on February 25, 2019. ( 2 )Reflects the adjustment of the Reporting Person's restricted stock units with respect to shares of FMC Common Stock in connection with the Distribution, in accordance with the terms of the Amended and Restated Employee Matters Agreement, dated as of February 4, 2019, by and between FMC and Livent ("EMA") and the anti-dilution adjustment provisions under the FMC Corporation Incentive Compensation and Stock Plan.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.