NOTE 12 — STOCKHOLDERS´EQUITY:

Treasury Stock:

Activity in treasury stock in the nine-month period ended September 30, 2016 and 2015 is as follows (in millions):

	2016			2015
Southern Copper common shares
Balance as of January 1,	$	2,697.6		$	1,693.5
Purchase of shares	71.7			724.4
Used for corporate purposes	(0.3		)	(0.4		)

Balance as of September 30,	2,769.0			2,417.5


Parent Company (Grupo Mexico) common shares
Balance as of January 1,	211.3			207.2
Other activity, including dividend, interest and currency transaction effect	6.7			(6.9		)

Balance as of September 30,	218.0			200.3


Treasury stock balance as of September 30,	$	2,987.0		$	2,617.8

The following table summarizes share distributions in the nine months of 2016 and 2015:

	2016	2015
Southern Copper common shares
Directors’ Stock Award Plan	12,000	13,200

Parent Company (Grupo Mexico) common shares
Employee stock purchase plan (shares in millions)	0.9	4.3

Southern Copper Common Shares:

At September 30, 2016 and 2015, there were in treasury 111,579,617 and 98,044,916 SCC’s common shares, respectively.

SCC share repurchase program:

In 2008, the Company’s Board of Directors (“BOD”) authorized a $500 million share repurchase program that has since been increased by the BOD and is currently authorized to $3 billion, of which $2,918.4 million has been expended. Pursuant to this program, the Company purchased common stock as shown in the table below. These shares are available for general corporate purposes. The Company may purchase additional shares of its common stock from time to time, based on market conditions and other factors. This repurchase program has no expiration date and may be modified or discontinued at any time.

Period		Total Number of Shares	Average Price Paid per		Total Number of Shares Purchased as Part of Publicly	Maximum Number of Shares that May Yet Be Purchased Under the Plan	Total Cost
From	To	Purchased	Share		Announced Plan	@ $26.30 (*)	($ in millions)
2008	2012	46,914,486	$	18.72	46,914,486		$	878.1
2013		10,245,000	27.47		57,159,486		281.4
2014		22,711,428	30.06		79,870,914		682.8
2015		36,689,052	27.38		116,559,966		1,004.4
2016
01/01/16	01/31/16	2,235,200	24.05		118,795,166		53.7

Total first quarter		2,235,200	24.05				53.7


08/01/16	08/31/16	115,000	25.88		118,910,166		3.0
09/01/16	09/30/16	587,601	25.55		119,497,767		15.0

Total third quarter		702,601	25.61				18.0


Total purchased		119,497,767	$	24.42		3,103,930	$	2,918.4

(*) NYSE closing price of SCC common shares at September 30, 2016.

As a result of the repurchase of shares of SCC’s common stock, Grupo Mexico’s direct and indirect ownership was 88.9% as of September 30, 2016.

Directors’ Stock Award Plan:

The Company established a stock award compensation plan for certain directors who are not compensated as employees of the Company. Under this plan, participants will receive 1,200 shares of common stock upon election and 1,200 additional shares following each annual meeting of stockholders thereafter. 600,000 shares of Southern Copper common stock have been reserved for this plan. The Plan expired on January 31, 2016. The BOD and the stockholders approved a one-year extension of the Plan until January 30, 2017.The fair value of the award is measured each year at the date of the grant.

The activity of the plan in the nine-month period ended September 30, 2016 and 2015 is as follows:

	2016		2015
Total SCC shares reserved for the plan	600,000		600,000


Total shares granted at January 1,	(322,800	)	(309,600	)
Granted in the period	(12,000	)	(13,200	)

Total shares granted at September 30,	(334,800	)	(322,800	)


Remaining shares reserved	265,200		277,200

Parent Company common shares:

At September 30, 2016 and 2015 there were in treasury 115,781,665 and 92,739,076 of Grupo Mexico’s shares, respectively.

Employee Stock Purchase Plan:

2007 Plan: In January 2007, the Company offered to eligible employees a stock purchase plan (the “Employee Stock Purchase Plan”) through a trust that acquires shares of Grupo Mexico stock for sale to its employees, employees of subsidiaries, and certain affiliated companies. The purchase price was established at the approximate fair market value on the grant date. Every two years employees were able to acquire title to 50% of the shares paid in the previous two years. The employees paid for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company granted the participant a bonus of one share for every ten shares purchased by the employee.

The participants were entitled to receive dividends in cash for dividends paid by Grupo Mexico for all shares that were fully purchased and paid by the employee as of the date that the dividend was paid. If the participant had only partially paid for shares, the entitled dividends were used to reduce the remaining liability owed for purchased shares.

In the case of voluntary or involuntary resignation/termination of the employee, the Company paid to the employee the fair market sales price at the date of resignation/termination of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares was higher than the purchase price, the Company applied a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan.

In case of retirement or death of the employee, the Company rendered the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes. This plan ended in January 2015.

The following table presents the stock award activity of the Employee Stock Purchase Plan at the close of the plan and for the nine months ended September 30, 2016:

	Shares		Unit Weighted Average Grant Date Fair Value

Outstanding shares at January 1, 2016	109,241		$	1.16
Granted	—		—
Exercised	(64,380	)	1.16
Forfeited	—		—

Outstanding shares at September 30, 2016	44,861		$	1.16


Outstanding shares at January 1, 2015	4,298,612		$	1.16
Granted	—		—
Exercised	(4,189,371	)	1.16
Forfeited	—		—

Outstanding shares at September 30, 2015	109,241		$	1.16

2010 Plan: During 2010, the Company offered to eligible employees a stock purchase plan through a trust that acquires series B shares of Grupo Mexico stock for sale to its employees, employees of subsidiaries, and certain affiliated companies. The purchase price was established at 26.51 Mexican pesos (approximately $2.05) for the initial subscription. The terms of this plan are similar to the terms of the prior Employee Stock Purchase Plan.

The stock based compensation expense for the nine months ended September 30, 2016 and 2015 and the unrecognized compensation expense under this plan were as follows (in millions):

	2016		2015
Stock based compensation expense	$	0.4	$	0.4
Unrecognized compensation expense	$	1.2	$	1.7

The unrecognized compensation expense under this plan is expected to be recognized over the remaining two year and three-month period.

The following table presents the stock award activity of the New Employee Stock Purchase Plan for the nine months ended September 30, 2016 and 2015:

	Shares		Unit Weighted Average Grant Date Fair Value

Outstanding shares at January 1, 2016	2,227,582		$	2.05
Granted	—		—
Exercised	(740,601	)	2.05
Forfeited	—		—

Outstanding shares at September 30, 2016	1,486,981		$	2.05


Outstanding shares at January 1, 2015	2,287,891		$	2.05
Granted	—		—
Exercised	(60,309	)	2.05
Forfeited	—		—

Outstanding shares at September 30, 2015	2,227,582		$	2.05

2015 Plan: In January 2015, the Company offered to eligible employees a new stock purchase plan (the “New Employee Stock Purchase Plan”) through a trust that acquires series B of shares of Grupo Mexico stock for sale to its employees, and employees of subsidiaries, and certain affiliated companies. The purchase price was established at 38.44 Mexican pesos (approximately $2.63) for the initial subscription, which expires in January 2023. Every two years employees will be able to acquire title to 50% of the shares paid in the previous two years. The employees will pay for shares purchased through monthly payroll deductions over the eight year period of the plan. At the end of the eight year period, the Company will grant the participant a bonus of 1 share for every 10 shares purchased by the employee. Any future subscription will be at the average market price at the date of acquisition or the grant date.

If Grupo Mexico pays dividends on shares during the eight year period, the participants will be entitled to receive the dividend in cash for all shares that have been fully purchased and paid as of the date that the dividend is paid. If the participant has only partially paid for shares, the entitled dividends will be used to reduce the remaining liability owed for purchased shares.

In the case of voluntary or involuntary resignation/termination of the employee, the Company will pay to the employee the fair market sales price at the date of resignation of the fully paid shares, net of costs and taxes. When the fair market sales value of the shares is higher than the purchase price, the Company will apply a deduction over the amount to be paid to the employee based on a decreasing schedule specified in the plan.

In case of retirement or death of the employee, the Company will render the buyer or his legal beneficiary, the fair market sales value as of the date of retirement or death of the shares effectively paid, net of costs and taxes.

The stock based compensation expense for the nine months of 2016 and 2015 and the unrecognized compensation expense under this plan were as follows ($ in millions):

	2016		2015
Stock based compensation expense	$	0.4	$	0.2
Unrecognized compensation expense	$	4.0	$	4.6

The following table presents the stock award activity of this plan for the nine months ended September 30, 2016 and 2015:

	Shares		Unit Weighted Average Grant Date Fair Value

Outstanding shares at January 1, 2016	2,656,386		$	2.63
Granted	—		—
Exercised	(103,852	)	2.63
Forfeited	—		—

Outstanding shares at September 30, 2016	2,552,534		$	2.63


Outstanding shares at January 1, 2015	—		—
Granted	2,656,386		$	2.63
Exercised	—		—
Forfeited	—		—

Outstanding shares at September 30, 2015	2,656,386		$	2.63

Non-controlling interest:

The following table presents the non-controlling interest activity for the nine months ended September 30, 2016 and 2015 ($ in millions):

	2016		2015
Balance as of January 1,	$	36.3	$	32.1
Net earnings	1.9		3.5
Dividend paid	—		(0.5		)
Other	—		—

Balance as of September 30,	$	38.2	$	35.1