NOTE 11 — STOCKHOLDERS’EQUITY:

Treasury Stock:

Activity in treasury stock in the six-month period ended June 30, 2018 and 2017 is as follows (in millions):

	2018			2017
Southern Copper common shares
Balance as of January 1,	$	2,768.7		$	2,769.0
Purchase of shares	—			—
Used for corporate purposes	(0.4		)	(0.3		)

Balance as of June 30,	2,768.3			2,768.7


Parent Company (Grupo Mexico) common shares
Balance as of January 1,	232.4			218.6
Other activity, including dividend, interest and foreign currency transaction effect	8.4			4.3

Balance as of June 30,	240.8			222.9


Treasury stock balance as of June 30,	$	3,009.1		$	2,991.6

The following table summarizes share distributions in the first six months of 2018 and 2017:

	2018	2017
Southern Copper common shares
Directors’ Stock Award Plan	16,000	10,800

Parent Company (Grupo Mexico) common shares
Employee stock purchase plan (shares in millions)	1.3	0.3

Southern Copper Common Shares:

At June 30, 2018 and 2017, there were in treasury 111,551,617 and 111,568,817 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. Pursuant to this program, the Company has purchased 119.5 million shares of common stock at a cost of $2.9 billion. 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.

There has not been activity in the SCC share repurchase program since the third quarter of 2016. The NYSE closing price of SCC common shares at June 30, 2018 was $46.87 and the maximum number of shares that the Company could purchase at that price is 1.7 million shares.

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 June 30, 2018.

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 received 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. On April 26, 2018, the Company’s stockholders approved a five-year extension of the Plan until January 28, 2023 and an increase of the shares award from 1,200 to 1,600. The fair value of the award is measured each year at the date of the grant.

The activity of the plan in the six-month period ended June 30, 2018 and 2017 was as follows:

	2018		2017
Total SCC shares reserved for the plan	600,000		600,000


Total shares granted at January 1,	(345,600	)	(334,800	)
Granted in the period	(16,000	)	(10.800	)

Total shares granted at June 30,	(361,600	)	(345,600	)


Remaining shares reserved	238.400		254.400

Parent Company common shares:

At June 30, 2018 and 2017 there were in treasury 101,574,318 and 111,939,269 of Grupo Mexico’s common shares, respectively.

Employee Stock Purchase Plan:

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 $1.28) for the initial subscription. 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 is 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.

The stock based compensation expense for the first six months 2018 and 2017 and the unrecognized compensation expense under this plan were as follows (in millions):

	2018		2017
Stock based compensation expense	$	0.2	$	0.3
Unrecognized compensation expense	$	—	$	0.5

The plan ended on January 29, 2018.

The following table presents the activity of this plan for the six months ended June 30, 2018 and 2017:

	Shares		Unit Weighted Average Grant Date Fair Value

Outstanding shares at January 1, 2018	1,393,663		$	2.05
Granted	—		—
Exercised	(1,246,753	)	2.05
Forfeited	—		—

Outstanding shares at June 30, 2018	146,910		$	2.05


Outstanding shares at January 1, 2017	1,401,096		$	2.05
Granted	—		—
Exercised	(7,433	)	2.05
Forfeited	—		—

Outstanding shares at June 30, 2017	1,393,663		$	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 $1.86) for the initial subscription, which expires on 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 first six months of 2018 and 2017 and the unrecognized compensation expense under this plan were as follows (in millions):

	2018		2017
Stock based compensation expense	$	0.3	$	0.3
Unrecognized compensation expense	$	2.9	$	3.5

The following table presents the activity of this plan for the six months ended June 30, 2018 and 2017:

	Shares		Unit Weighted Average Grant Date Fair Value

Outstanding shares at January 1, 2018	2,293,120		$	2.63
Granted	—		—
Exercised	(49,320	)	2.63
Forfeited	—		—

Outstanding shares at June 30, 2018	2,243,800		$	2.63


Outstanding shares at January 1, 2017	2,540,223		$	2.63
Granted	—		—
Exercised	(248,992	)	2.63
Forfeited	—		—

Outstanding shares at June 30, 2017	2,291,231		$	2.63

Non-controlling interest:

The following table presents the non-controlling interest activity for the six months ended June 30, 2018 and 2017:

	2018			2017
Balance as of January 1,	$	41.7		$	38.6
Net earnings	2.6			1.6
Dividend paid	(0.9		)	(0.3		)

Balance as of June 30,	$	43.4		$	39.9