Archer Daniels Midland : 2021 Letter to Stockholders Proxy Statement

March 22, 2021

2021 Letter to Stockholders

Proxy Statement 2020 Form 10-K

Dear Stockholders,

When I last reported to you a year ago, we were closely monitoring the spread of COVID-19 and what 2020 had in store for us. Now, as we enter 2021, I can look back and say I have never been prouder of our team than after seeing how they rose to meet the challenges we faced together over the past year.

2020 Performance and Accomplishments

Before I report on our many achievements in 2020, it is important to acknowledge how the pandemic has affected our 39,000 colleagues around the globe. We lost team members to COVID-19, and many of us have lost friends and family members as well. There have been very real economic, emotional and psychological impacts of the virus and the lockdowns that have been neces-sary to combat it.

Throughout the year, as the virus first appeared and then spread, we worked to keep our workplaces healthy, our communities resilient, and our global food chain strong. We dramatically expanded our IT infrastructure to allow non-production colleagues to work safely from home, while simultaneously supporting our frontline teams, who continued coming to our production facilities every day. We worked with the University of Illinois on new saliva-based COVID-19 testing capabilities. And we offered financial and other support to colleagues and communities in need. Now, we are focused on helping our team members get vaccinated to protect ourselves and those around us, and accelerate a return to normalcy.

Amid all of these challenges, our team delivered for our company and our customers. One of the keys to our identity is that ADM takes on the world's toughest challenges. That became quite literally true in 2020. Together, we adapted and innovated to pro-vide nutrition around the world, and in doing so, we delivered:

• Record adjusted EPS of $3.59
• 12% higher adjusted operating profit than 2019
• Four straight quarters of year-over-year adjusted operating profit growth
• More than $600 million in earnings improvements from strategic initiatives and actions
• Strong balance sheet and cash flows

Each one of our business units contributed to our record year:

• Full-year operating profit for Ag Services & Oilseeds was $2.1 billion, 9 percent higher than 2019. Around the globe, AS&O achieved multiple volume and profit records, including all-time high global crush volumes. The business delivered more than $300 million in capital reduction initiatives, and advanced initiatives to further enhance growth and returns, from digi-tal technologies like our GrainBridge joint venture, to differentiated products and services that add shared value for grow-ers, customers and ADM.
• Our Carbohydrate Solutions team showed in 2020 how we've embedded great execution into our operational structure and culture. The team moved quickly to meet customer needs for retail flour, industrial starches for cardboard and USP-grade alcohol for hand sanitizer. They acted decisively by temporarily idling production at our two Vantage Corn Pro-cessors dry mill plants. And the wheat milling business's modernization and optimization plan - including our new, state-of-the-art mill in Mendota - helped power a significant year-over-year improvement for that business. So, despite the impact of lockdowns on both driving miles and the food service sector, Carbohydrate Solutions delivered full-year operating profit results of $717 million - 11 percent higher than 2019.

• The Nutrition segment continued on a strong growth trajectory. The team did a great job harvesting investments and utiliz-ing new technologies to partner with customers to bring innovative new products and solutions to market in 2020. We exceeded our Neovia integration synergy targets and delivered them ahead of schedule, and we continued to grow our leadership position in key consumer trend areas. As a result, the Nutrition business delivered superb full-year operating profit results of $574 million, 37 percent higher than 2019, while growing revenue 5 percent on a constant currency basis and continuing to expand adjusted EBITDA margins.

Across the enterprise, our teams did a great job contributing to our ongoing growth in 2020. Even amid the challenging environ-ment, we:

• Extended our grain destination marketing capabilities in Asia, Latin America and Europe.
• Pivoted to meet e-commerce and packaging needs for industrial starch, leading to record operating profits for starches.
• Announced the construction of a new, state-of-the-art production facility in Spain that will dramatically expand our ability to meet growing demand for probiotics and other consumer products to support health and wellness.
• Partnered to support innovative nutrition and microbiome startups with investments in Air Protein, Future Meat Tech-nologies, and Seventure's Health for Life Capital Fund II.
• Entered into an agreement with InnovaFeed that will result in the construction of the largest insect protein facility in the world in Decatur, Illinois.
• Signed a long-term agreement with Japanese startup Spiber Inc. to produce corn-based polymers that can be used in appa-rel, lightweight auto parts, high-performance foams and more, meeting a critical need in the marketplace for consumer and industrial products that come from sustainable sources.
• Continued to expand our leadership position in the fast-growing plant-based protein market with the launch of PlantPlus Foods, a joint venture with Marfrig that will offer a variety of plant-based food products for customers and consumers across North and South America.

We also continued to transform how we do our work every day.

I'm proud to say we surpassed our stretch goal of $1.3 billion in Readiness run-rate benefits by the end of the year. Readiness continues to encompass and support our entire company. It drives the strategic imperatives that help us fulfill our purpose; it powers growth initiatives; and it has significantly enhanced our resilience and agility, which helped us continue to serve custom-ers and keep our operations running through fast-changing environments in 2020.

Our new organizational structures and business processes - like our Centers of Excellence (CoEs) and our 1ADM business trans-formation project - are helping drive better decision-making and operational excellence. In just one example, we used our enhanced processes and tools to pilot changes at a Nutrition facility that are on track to unlock a 20-plus percent increase in production capacity at that location. This has already resulted in enhancements in customer service, and all without needing additional capital investment. We'll be rolling these kinds of initiatives out to other locations as we continue to advance our Sales & Order Planning CoE.

And most importantly, the work we did in 2020 continued to advance our purpose: To unlock the power of nature to enrich the quality of life.

In early 2020, there were news articles about the risk of global food flows grinding to a stop. But our 39,000 ADM colleagues never stopped innovating, growing, imagining and solving to ensure we lived up to our purpose, and our work helped to keep the global food supply chain strong and provide nutrition around the globe.

Our purpose also encompasses our work to support our planet and its natural resources. Sustainability continues to grow as a key driver of consumer decisions and business success, and ADM is playing a leading role in enhancing the transparency of global sup-ply chains, reducing the environmental impact of agricultural and food production, and accelerating the transition to a low-carbon economy for our industry. In 2015, we introduced our first comprehensive no-deforestation policy, and after achieving some impressive objectives, this year we announced an updated policy with aggressive new goals: By the end of 2022, ADM expects to achieve full traceability throughout both its direct and indirect soy supply chains in Brazil, Paraguay and Argentina. And I'm proud to say that by 2030, we aim to have deforestation-free supply chains around the globe. We're also advancing ambitious goals to reduce the environmental impact of our processing operations: We achieved our 15x20 objectives ahead of schedule and in 2020, we were proud to launch Strive 35, an even more ambitious plan to further reduce our greenhouse gas emissions, energy, water

and waste by 2035. We're working with growers in our supply chains to implement practices aimed at reducing environmental impact and improving farm resiliency; in 2020, we surpassed 6.5 million acres that we've supported through sustainable farming programs over recent years. We're meeting customer needs by expanding our industry-leading array of bio-based foods and mate-rials. And our charitable efforts, through ADM Cares, are supporting producers and rural communities, particularly in the face of the challenges of COVID-19.

We're proud to have continued to receive recognition for our proactive citizenship efforts. Earlier this year, we were once again named to Fortune magazine's "World's Most Admired Companies" - our 13th consecutive year on this prestigious list. For the second year in a row, we've been included in S&P Global's Sustainability Yearbook, and named by Ethisphere as one of the world's most ethical companies. 3BL Media named ADM to its annual 100 Best Corporate Citizens ranking, recognizing outstanding environmental, social and governance (ESG) transparency and performance among the 1,000 largest U.S. public companies.

And finally, we are continuing to dramatically expand our leadership role in diversity, equity and inclusion (DE&I). Profiles in Diversity Journal honored us as one of 18 companies to receive the magazine's first annual Diversity Team Award in 2020, and we were selected as a finalist in the Diversity & Inclusion category of the Reuters Responsible Business Awards. Such honors are important recognitions of the work we've done and are continuing to do in this business-critical area. In terms of external leadership, we joined Women in Food & Agriculture in 2020, and I was particularly proud to see ADM leaders taking visible roles in a variety of high-profile discussions on inclusion issues in our industry and beyond. Perhaps our most important ongoing work in DE&I, however, is internal: ADM's ongoing success is predicated on our continuing commitment to fostering an innovative, diverse team and a culture in which all voices are heard and respected. We're proud of the work we're doing here, and commit-ted to continuing to do more, including advancing our commitment to achieve gender parity within our senior leadership struc-ture by 2030.

Safety

Health and safety took on a new face in 2020. As COVID-19 spread, our teams moved quickly and effectively to take actions to change how we work and protect our workforce from the virus. Those efforts showed innovation, ingenuity and dedication, and we are proud of our team's response.

Protection of our working environment from COVID-19 will remain a priority throughout 2021, and we are making a concerted effort to work with our colleagues and stakeholders to encourage and accelerate vaccinations. We will also continue a laser focus on workplace safety, an area in which we were not fully satisfied in 2020. There can be nothing more important than ensuring our colleagues return home safe and healthy at the end of every day and every shift. We'll be focusing on several key initiatives for safety improvement in 2021, including in the areas of control of hazardous energy/machine access, engagement, near-miss reporting, training and dust hazard analysis.

2021 and Beyond

Since we first laid out our growth strategy in 2014, we've built on our legacy and transformed ADM, with new products, new processes, and new commitments. We've created a strong foundation, and now we're going to add to it to power more growth and success in the years to come.

Today, ADM is poised to lead in three megatrends: food security, health and wellness, and sustainability. While we have already demonstrated our ability to deliver innovative solutions to address these trends, there is more we will do. As we look forward to 2021 and beyond, each of our businesses will contribute to our continued growth:

• Ag Services & Oilseeds is rolling out new digital technologies, like our GrainBridge and Covantis joint ventures, and differ-entiated products and services, in order to continue to lead the industry, sustainably source products worldwide, and grow earnings and strengthen returns.
• Our Carbohydrate Solutions team is continuing to optimize their asset and product mix to offer new, exciting and sustain-able solutions for customers in high-demand markets like biosolutions.
• In Nutrition, we'll continue to expand our leadership position in key consumer growth trend areas, harvest our recent investments, and partner with customers to bring innovative, environmentally sound new products and solutions to market.
• And across the enterprise, we will continue to enhance our technologies, processes and organizational structures to ensure efficiency and operational excellence.

I'm proud of the work our team has done, and I'd like to thank them for their great performance. When I look back at 2020, and ahead toward 2021 and beyond, I see a company that is delivering on its promise to customers, its commitment to shareholders, and its noble purpose. We have transformed ADM, expanding on a 119-year legacy so that today we do more, and we do it bet-ter, than ever before. Today, ADM is one of the world's leading nutrition companies; a premier health and wellness provider; a pioneer in renewable solutions; and an unparalleled global food supply chain manager. Thanks to those changes, and to our team's continued great performance, we excelled in 2020, and more importantly, we have built the foundation for steady, sus-tainable earnings and returns growth in the coming years. Our best days are yet to come.

Sincerely yours,

Juan Luciano

Chairman, CEO and President

* This letter refers to non-GAAP, or "adjusted," financial measures that exclude certain items from the comparable GAAP measure. For a reconciliation of these non-GAAP items to GAAP, please prefer to Annex A to the enclosed proxy statement and beginning on page 37 of the enclosed Form 10-K.

2021 Proxy Statement

ARCHER-DANIELS-MIDLAND COMPANY

77 West Wacker Drive, Suite 4600, Chicago, Illinois 60601

NOTICE OF ANNUAL MEETING

To All Stockholders:

NOTICE IS HEREBY GIVEN that the Annual Meeting of Stockholders of Archer-Daniels-Midland Company, a Delaware corporation, will be held on Thursday, May 6, 2021, commencing at 8:30 A.M. Central Daylight Time. Due to ongoing concerns about the coronavirus (COVID-19), this year the annual meeting will once again be a completely virtual meeting of stockholders. You may attend the online meeting, submit questions, and vote your shares electronically during the meeting via the internet by visitingwww.virtualshareholdermeeting.com/ADM2021. To enter the annual meeting you will need the 16-digit control number that is printed in the box marked by the arrow on your Notice of Internet Availability of Proxy Materials. We recommend that you log in at least 15 minutes before the meeting to ensure that you are logged in when the meeting starts. Online check-in will start shortly before the meeting on May 6, 2021. At the annual meeting, you will be asked to consider and vote on the following matters:

(1) To elect directors to hold office until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified;
(2) To ratify the appointment by the Board of Directors of Ernst & Young LLP as independent auditors to audit the accounts of our company for the fiscal year ending December 31, 2021;
(3) To consider an advisory vote on the compensation of our named executive officers;
(4) To consider and act upon the Stockholder Proposal Regarding Shareholder Aggregation for Proxy Access set forth in the accom-panying proxy statement; and
(5) To transact such other business as may properly come before the meeting.

By Order of the Board of Directors

D. C. FINDLAY, SECRETARY

March 26, 2021

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE

STOCKHOLDER MEETING TO BE HELD ON MAY 6, 2021: THE 2021 LETTER TO STOCKHOLDERS, PROXY STATEMENT,

AND 2020 FORM 10-K ARE AVAILABLE ATwww.proxyvote.com

[THIS PAGE INTENTIONALLY LEFT BLANK]

Table of Contents

PROXY SUMMARY 1

GENERAL INFORMATION ABOUT THE ANNUAL MEETING AND VOTING 5

PROPOSAL NO. 1 - ELECTION OF DIRECTORS FOR A ONE-YEAR TERM 7

DirectorNominees ...................................................................... 8

Director Experiences, Qualifications, Attributes, and Skills; Board Diversity . . . . . . . . . . . . . . . . . . . . . . . . . 11

DirectorNominationsfromStockholders .................................................... 11

BOARD LEADERSHIP AND OVERSIGHT 12

BoardLeadershipStructure ............................................................... 12

BoardRoleinRiskOversight .............................................................. 13

SustainabilityandCorporateResponsibility ................................................... 14

BoardRoleinOverseeingPoliticalActivities .................................................. 17

DIRECTOR EVALUATIONS 18

Board,Committee,andDirectorEvaluations .................................................. 18

INDEPENDENCE OF DIRECTORS 19

NYSEIndependence ..................................................................... 20

BylawIndependence .................................................................... 20

CorporateGovernanceGuidelines .......................................................... 21

IndependentExecutiveSessions ........................................................... 21

INFORMATION CONCERNING COMMITTEES AND MEETINGS 22

Board Meetings and Attendance at Annual Meeting of Stockholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22

AuditCommittee ....................................................................... 22

Compensation/SuccessionCommittee ...................................................... 23

Nominating/CorporateGovernanceCommittee ............................................... 24

SustainabilityandCorporateResponsibilityCommittee ......................................... 24

ExecutiveCommittee .................................................................... 24

STOCKHOLDER OUTREACH AND ENGAGEMENT; CODE OF CONDUCT 25

CommunicationswithDirectors ............................................................ 25

CodeofConduct ........................................................................ 25

DIRECTOR COMPENSATION 26

DirectorCompensation .................................................................. 26

DirectorStockOwnershipGuidelines ........................................................ 27

EXECUTIVE STOCK OWNERSHIP 28

ExecutiveOfficerStockOwnership ......................................................... 28

Table of Contents
COMPENSATION DISCUSSION AND ANALYSIS	29
ExecutiveSummary ..............................................................................	30
HowExecutiveCompensationisDetermined ..........................................................	33
ComponentsofExecutiveCompensation .............................................................	34
2020ExecutiveCompensationDecisions .............................................................	36
PeerGroup ....................................................................................	45
Benefits .......................................................................................	46
CompensationPoliciesandGovernance ..............................................................	47
Employment Agreements, Severance, and Change in Control Benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	48
Compensation/SuccessionCommitteeReport .........................................................	49
Compensation/Succession Committee Interlocks and Insider Participation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	49
EXECUTIVE COMPENSATION	50
SummaryCompensationTable .....................................................................	50
GrantsofPlan-BasedAwardsDuringFiscalYear2020 ...................................................	51
OutstandingEquityAwardsatFiscalYear2020Year-End ................................................	53
OptionExercisesandStockVestedDuringFiscalYear2020 ...............................................	54
PensionBenefits ................................................................................	55
QualifiedRetirementPlan .........................................................................	55
SupplementalRetirementPlan .....................................................................	56
NonqualifiedDeferredCompensation ...............................................................	57
TerminationofEmploymentandChangeinControlArrangements ........................................	58
CEOPayRatio ..................................................................................	61
EQUITY COMPENSATION PLAN INFORMATION; RELATED TRANSACTIONS	62
EquityCompensationPlanInformationatDecember31,2020 ............................................	62
Review and Approval of Certain Relationships and Related Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	62
CertainRelationshipsandRelatedTransactions ........................................................	62
REPORT OF THE AUDIT COMMITTEE	63
PROPOSAL NO. 2 - RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	65
FeesPaidtoIndependentAuditors ..................................................................	65
AuditCommitteePre-ApprovalPolicies ..............................................................	65
PROPOSAL NO. 3 - ADVISORY VOTE ON EXECUTIVE COMPENSATION	66
PROPOSAL NO. 4 - STOCKHOLDER PROPOSAL REGARDING SHAREHOLDER AGGREGATION FOR PROXY ACCESS	67
SUBMISSION OF STOCKHOLDER PROPOSALS AND OTHER MATTERS	69
StockholderswiththeSameAddress ................................................................	69
OtherMatters ..................................................................................	69
ANNEX A: DEFINITION AND RECONCILIATION OF NON-GAAP MEASURES	A-1

PROXY SUMMARY

The following is a summary of certain key disclosures in this proxy statement. This is only a summary, and it may not contain all of the information that is important to you. For more complete information, please review this proxy statement in its entirety as well as our 2020 Annual Report on Form 10-K. As used in this proxy statement, ADM or the Company refers to Archer-Daniels-Midland Company. The information contained on adm.com or any other website referred to in this proxy statement is provided for reference only and is not incorporated by reference into this proxy statement.

General Information

Meeting: Annual Meeting of Stockholders Date: Thursday, May 6, 2021

Time: 8:30 A.M. Central Daylight Time

Location: The completely virtual annual meeting will be held atwww.virtualshareholdermeeting.com/ADM2021.

Record Date: March 15, 2021

Stock Symbol: ADM Exchange: NYSE

Common Stock Outstanding: 558,500,563 as of March 15, 2021 Registrar & Transfer Agent: Hickory Point Bank and Trust, fsb State of Incorporation: Delaware

Corporate Headquarters and Principal Executive Office: 77 West Wacker Drive, Suite 4600,

Chicago, Illinois 60601

Corporate Website:www.adm.com

Executive Compensation

CEO: Juan R. Luciano

CEO 2020 Total Direct Compensation:

• Salary: $1,400,004
• Non-Equity Incentive Plan Compensation: $4,507,300
• Long-Term Incentives: $15,940,148

CEO Employment Agreement: No Change in Control Agreement: No Stock Ownership Guidelines: Yes Hedging Policy: Yes

Items to Be Voted On

• Election of Directors for a One-Year Term
• Ratification of Appointment of Independent Registered Public

Accounting Firm (Ernst & Young LLP)

• Advisory Vote on Executive Compensation
• Stockholder Proposal

Corporate Governance

Director Nominees: 12

• Michael S. Burke (Independent)
• Theodore Colbert (Independent)
• Terrell K. Crews (Independent)
• Pierre Dufour (Independent)
• Donald E. Felsinger (Independent)
• Suzan F. Harrison (Independent)
• Juan R. Luciano
• Patrick J. Moore (Independent)
• Francisco J. Sanchez (Independent)
• Debra A. Sandler (Independent)
• Lei Z. Schlitz (Independent)
• Kelvin R. Westbrook (Independent)

Director Term: One year

Director Election Standard: Majority voting standard for uncon-tested elections

Board Meetings in 2020: 8

Board Committee Meetings in 2020:

• Audit - 9
• Compensation/Succession - 4
• Nominating/Corporate Governance - 5
• Sustainability and Corporate Responsibility - 4

Supermajority Voting Requirements: No Stockholder Rights Plan: No

Governance Highlights

The Board of Directors views itself as the long-term stewards of ADM. The Board is committed to enhancing the success and value of our company for its stockholders, as well as for other stakeholders such as employees, business partners, and communities. The Board recognizes the importance of good corporate governance and understands that transparent disclosure of its governance practices helps stockholders assess the quality of our company and its management and the value of their investment decisions.

ADM's corporate governance practices are intended to ensure independence, transparency, management accountability, effective decision mak-ing, and appropriate monitoring of compliance and performance. We believe that these strong corporate governance practices, together with our enduring corporate values and ethics, are critical to providing lasting value to the stockholders of our company.

We use majority voting for uncontested director elections.	11 of 12 of our director nominees are independent and only independent directors serve on the Audit, Compensation/ Succession, Nominating/Corporate Governance, and Sustainability and Corporate Responsibility Committees.
We have an independent Lead Director, selected by the independent directors. The Lead Director provides the Board with independent leadership, facilitates the Board's independence from management, and has broad powers as described on page 12.	Our independent directors meet in executive session at each regular in-person board meeting.
We have policies prohibiting directors and officers from trading in derivative securities of our company and from pledging any company stock.	Significant stock ownership requirements are in place for directors and executive officers.
The Board and each standing committee annually conduct evaluations of their performance. Directors annually evaluate each other, and these evaluations are used to assess future re-nominations to the Board.	Individuals cannot stand for election as a director once they reach age 75, and our Corporate Governance Guidelines set limits on the number of public company boards on which a director can serve.
Holders of 10% or more of our common stock have the ability to call a special meeting of stockholders.	Our bylaws include a proxy access provision under which a stockholder or group of up to 20 stockholders that has owned at least 3% of our common stock for at least 3 years may submit nominees for up to 20% of the board seats for inclusion in our proxy statement.

Voting Matters and Board Recommendations

Proposal	Board Voting Recommendation	Page Reference
Proposal No. 1 - Election of Directors	FOR	7
Proposal No. 2 - Ratification of Appointment of Independent Registered Public Accounting Firm	FOR	65
Proposal No. 3 - Advisory Vote on Executive Compensation	FOR	66
Proposal No. 4 - Stockholder Proposal Regarding Shareholder Aggregation for Proxy Access	AGAINST	67

Director Nominee Qualifications and Experience

The following chart provides summary information about each of our director nominees' qualifications and experiences. More detailed information is provided in each director nominee's biography beginning on page 8.

Current or Prior CEO	Non-U.S. Business	Risk Management	M&A	Government/ Public Policy	Agriculture, Food, or Retail Consumer Business	Corporate Governance	Sustainability/ Environmental	Operations, Supply Chain, or Logistics
M. S. Burke	‹	‹	‹	‹	‹	‹	‹
T. Colbert	‹	‹
T. K. Crews	‹	‹	‹	‹	‹	‹
P. Dufour	‹	‹	‹	‹	‹	‹
D. E. Felsinger	‹	‹	‹	‹	‹	‹	‹	‹
S. F. Harrison	‹	‹	‹	‹	‹
J. R. Luciano	‹	‹	‹	‹	‹	‹	‹	‹
P. J. Moore	‹	‹	‹	‹	‹	‹	‹	‹
F. J. Sanchez	‹	‹	‹
D. A. Sandler	‹	‹	‹	‹
L. Z. Schlitz	‹	‹	‹	‹
K. R. Westbrook	‹	‹	‹	‹	‹	‹

Director Nominee Diversity, Age, Tenure, and Independence

The following charts provide summary information about our director nominees' personal characteristics, including race/ethnicity, gender, and age, as well as tenure and independence, to illustrate the diversity of perspectives of our director nominees. More detailed information is provided in each director nominee's biography beginning on page 8.

Diversity

IndependenceAverage Age

Under 60 4

Average Tenure

10+ 4

0-5 5

General Information About the Annual Meeting and Voting

Proxy Statement

GENERAL MATTERS

The Board of Directors asks that you complete the accompanying proxy for the annual stockholders' meeting. Due to ongoing concerns about the coronavirus (COVID-19), the meeting will once again be completely virtual and will be held at the time and web address men-tioned in the Notice of Annual Meeting included in these materials. We will be using the "notice and access" method of providing proxy materials to stockholders via the internet. We will mail to our stockholders (other than those described below) a Notice of Internet Avail-ability of Proxy Materials containing instructions on how to access our proxy statement and the 2020 Annual Report on Form 10-K and how to vote electronically via the internet. This notice will also contain instructions on how to request a paper copy of the proxy materials.

Stockholders holding shares through the ADM 401(k) and Employee Stock Ownership Plan for Salaried Employees (the "401(k) and ESOP") and those stockholders who previously have opted out of participation in notice and access procedures will receive a paper copy of the proxy materials by mail or an electronic copy of the proxy materials by email. We are first providing our stockholders with notice and access to, or first mailing or emailing, this proxy statement and a proxy form around March 26, 2021.

We pay the costs of soliciting proxies from our stockholders. We have retained Georgeson LLC to help us solicit proxies. We will pay Georgeson LLC a base shareholder meeting services fee of approximately $15,000 plus reasonable project management fees and expenses for its services. Our employees or employees of Georgeson LLC may also solicit proxies in person or by telephone, mail, or the internet at a cost which we expect will be nominal. We will reimburse brokerage firms and other securities custodians for their reasonable fees and expenses in forwarding proxy materials to their principals.

We have a policy of keeping confidential all proxies, ballots, and voting tabulations that identify individual stockholders. Such docu-ments are available for examination only by the inspectors of election, our transfer agent, and certain employees associated with processing proxy cards and tabulating the vote. We will not disclose any stockholder's vote except in a contested proxy solicitation or as may be necessary to meet legal requirements.

Our common stockholders of record at the close of business on March 15, 2021, are the only people entitled to notice of the annual meeting and to vote at the meeting. At the close of business on March 15, 2021, we had 558,500,563 outstanding shares of common stock, each share being entitled to one vote on each of the director nominees and on each of the other matters to be voted on at the meeting.

Our stockholders and advisors to our company are the only people entitled to attend the annual meeting. The annual meeting this year will be a completely virtual meeting of stockholders. Hosting a virtual meeting provides expanded access, improved communica-tion, and cost savings for our stockholders and us and enables participation from any location around the world. Stockholders may submit questions during the annual meeting atwww.virtualshareholdermeeting.com/ADM2021, and management will respond to questions in the same way as it would if the company held an in-person meeting. If you have questions during the meeting, you may type them in the dialog box provided at any point during the meeting until the floor is closed to questions.

If you properly execute the enclosed proxy form, your shares will be voted at the meeting. You may revoke your proxy form at any time prior to voting by:

(1) delivering written notice of revocation to our Secretary;
(2) delivering to our Secretary a new proxy form bearing a date later than your previous proxy; or
(3) attending the annual meeting online and voting again (attendance at the online meeting will not, by itself, revoke a proxy).

Under our bylaws, stockholders elect our directors by a majority vote in an uncontested election (one in which the number of nomi-nees is the same as the number of directors to be elected) and by a plurality vote in a contested election (one in which the number of nominees exceeds the number of directors to be elected). Because this year's election is an uncontested election, each director nominee receiving a majority of votes cast will be elected (the number of shares voted "for" a director nominee must exceed the

General Information About the Annual Meeting and Voting

Principal Holders of Voting Securities

number of shares voted "against" that nominee). Approval of each other proposal presented in the proxy statement requires the affirmative vote of the holders of a majority of the outstanding shares of common stock present, online or by proxy at the meeting and entitled to vote on that matter. Shares not present at the meeting and shares voting "abstain" have no effect on the election of directors. For the other proposals to be voted on at the meeting, abstentions are treated as shares present or represented and voting, and therefore have the same effect as negative votes. Broker non-votes (shares held by brokers who do not have discretionary authority to vote on the matter and have not received voting instructions from their clients) are counted toward a quorum, but are not counted for any purpose in determining whether a matter has been approved.

Principal Holders of Voting Securities

Based upon filings with the Securities and Exchange Commission ("SEC"), we believe that the following stockholders are beneficial owners of more than 5% of our outstanding common stock shares:

Name and Address of Beneficial Owner	Amount	Percent Of Class
The Vanguard Group 100 Vanguard Blvd., Malvern, PA 19355	52,451,107(1)	9.39
State Farm Mutual Automobile Insurance Company and related entities One State Farm Plaza, Bloomington, IL 61710	51,460,463(2)	9.21
BlackRock, Inc. 55 East 52nd Street, New York, NY 10055	37,675,225(3)	6.75
State Street Corporation One Lincoln Street, Boston, MA 02111	31,852,864 (4)	5.70

(1) Based on a Schedule 13G/A filed with the SEC on February 10, 2021, The Vanguard Group has sole dispositive power with respect to 50,012,908 shares, shared voting power with respect to 897,820 shares, and shared dispositive power with respect to 2,438,199 shares.

(2) Based on a Schedule 13G/A filed with the SEC on February 9, 2021, State Farm Mutual Automobile Insurance Company and related entities have sole voting and dispositive power with respect to 51,214,613 shares and shared voting and dispositive power with respect to 245,850 shares.

(3) Based on a Schedule 13G/A filed with the SEC on January 29, 2021, BlackRock, Inc. has sole voting power with respect to 32,316,377 shares and sole dispositive power with respect to 37,675,225 shares.

(4) Based on a Schedule 13G filed with the SEC on February 5, 2021, State Street Corporation has shared voting power with respect to 28,771,783 shares and shared dispositive power with respect to 31,816,235 shares.

Proposal No. 1

Proposal No. 1 - Election of Directors for a One-Year Term

The Board of Directors currently consists of eleven members. The Board of Directors, acting on the recommendation of the Nominat-ing/Corporate Governance Committee, has nominated each of the current directors for re-election at the annual meeting, and has also nominated a new nominee for election at the annual meeting. The new nominee for election is Theodore Colbert. Mr. Colbert was identified by the Nominating/Corporate Governance Committee as a potential nominee following his referral by one of our cur-rent independent directors, and was recommended by the Nominating/Corporate Governance Committee after it completed its interview and vetting process. Unless you provide different directions, we intend for board-solicited proxies (like this one) to be voted for the nominees named below.

The Board of Directors, acting on the recommendation of the Nominating/Governance Committee, has approved an increase in the size of the Board of Directors from eleven members to twelve members, to be effective as of the election of directors at the annual meeting. Proxies cannot be voted for a greater number of persons than twelve, which is the number of nominees named in this proxy statement.

If elected, the nominees would hold office until the next annual stockholders' meeting and until their successors are elected and quali-fied. If any nominee for director becomes unable to serve as a director, the persons named as proxies may vote for a substitute who will be designated by the Board of Directors. Alternatively, the Board of Directors could reduce the size of the board. The Board has no reason to believe that any nominee will be unable to serve as a director.

Our bylaws require that each director be elected by a majority of votes cast with respect to that director in an uncontested election (where the number of nominees is the same as the number of directors to be elected). In a contested election (where the number of nominees exceeds the number of directors to be elected), the plurality voting standard governs the election of directors. Under the plurality standard, the number of nominees equal to the number of directors to be elected who receive more votes than the other nominees are elected to the Board, regardless of whether they receive a majority of the votes cast. Whether an election is contested or not is determined as of the day before we first mail our meeting notice to stockholders.

This year's election was determined to be an uncontested election, and the majority vote standard will apply. If a nominee who is serving as a director is not elected at the annual meeting, Delaware law provides that the director would continue to serve on the Board as a "holdover director." However, under our Corporate Governance Guidelines, each director annually submits an advance, contingent, irrevocable resignation that the Board may accept if the director fails to be elected through a majority vote in an uncon-tested election. In that situation, the Nominating/Corporate Governance Committee would make a recommendation to the Board about whether to accept or reject the resignation. The Board will act on the Nominating/Corporate Governance Committee's recom-mendation and publicly disclose its decision and the rationale behind it within 90 days after the date that the election results are certified. The Board will nominate for election or re-election as director, and will elect as directors to fill vacancies and new director-ships, only candidates who agree to tender the form of resignation described above. If a nominee who was not already serving as a director fails to receive a majority of votes cast at the annual meeting, Delaware law provides that the nominee does not serve on the Board as a "holdover director."

The information below describes the nominees, their ages, positions with our company, principal occupations, current directorships of other publicly owned companies, directorships of other publicly owned companies held within the past five years, the year in which each first was elected as a director, and the number of shares of common stock beneficially owned as of March 15, 2021, directly or indirectly. Unless otherwise indicated, and subject to community property laws where applicable, we believe that each nominee named in the table below has sole voting and investment power with respect to the shares indicated as beneficially owned. Unless otherwise indicated, all of the nominees have been executive officers of their respective companies or employed as otherwise speci-fied below for at least the last five years.

The Board of Directors recommends a vote FOR the election of the twelve nominees named below as directors. Proxies solicited by the Board will be so voted unless stockholders specify a different choice.

DIRECTOR NOMINEES

Michael S. Burke

Age: 57

Director since: 2018

Common stock owned: 11,296(1) Percent of class: *

Former Principal Occupation or Position: Chairman and Chief Executive Officer of AECOM (a global infrastructure firm) from March 2015 - August

2020; Chief Executive Officer of AECOM from March 2014 to March 2015; President of AECOM from 2011 to March 2014. Directorships of Other Publicly-Owned Companies: Chairman of AECOM within the past five years.

Qualifications and Career Highlights: In August 2020, Mr. Burke retired as the Chief Executive Officer and Chairman of the Board of AECOM, an infrastructure firm that designs, builds, finances, and operates infrastructure assets in more than 150 countries. Mr. Burke first joined AECOM in October 2005 and, prior to serving as its Chief Executive Officer and Chairman, held several leadership positions with the company, including Senior Vice President, Corporate Strategy, Chief Corporate Officer, and Chief Financial Officer. Prior to joining AECOM, Mr. Burke was with the accounting firm KPMG LLP, serving in various leadership positions. Mr. Burke brings to the Board of Directors his deep expertise in accounting and finance, his experience as a CEO, and his involvement in projects throughout the world.

Theodore Colbert

Age: 47 Director since: - Common stock owned: 0 Percent of class: *

Principal Occupation or Position: Executive Vice President of The Boeing Company and President and Chief Executive Officer of Boeing Global

Services since October 2019; Chief Information Officer and Senior Vice President of Information Technology & Data Analytics of The Boeing Company from April 2016 - October 2019 and Chief Information Officer and Vice President of Information Technology Infrastructure of The Boeing Company from November 2013 - April 2016.

Qualifications and Career Highlights: Prior to being named President and Chief Executive Officer of Boeing Global Services in October 2019, Mr. Colbert served a variety of roles at The Boeing Company since 2009, including Chief Information Officer and Senior Vice President of Information Technology & Data Analytics from April 2016 - October 2019 and Chief Information Officer and Vice President of Information Technology Infrastructure from November 2013 - April 2016.

Mr. Colbert also served as Senior Vice President of Enterprise Archi-tecture at Citigroup from 2007 - 2009. Mr. Colbert brings extensive expertise in corporate leadership to the Board of Directors, as well as significant knowledge of information technology, information security, and data and analytics.

Terrell K. Crews

Age: 65

Director since: 2011

Common stock owned: 40,899(2) Percent of class: *

Former Principal Occupation or Position: Execu-tive Vice President, Chief Financial Officer and Vegetable Business Chief Executive Officer of

Monsanto Company (an agricultural company) from 2007 -2009. Directorships of Other Publicly-Owned Companies: Director of WestRock Company and Hormel Foods Corporation.

Qualifications and Career Highlights: Mr. Crews retired from Mon-santo Company in 2009. He served as Executive Vice President, Chief Financial Officer and Vegetable Business CEO for Monsanto Company from 2007 to 2009, and Executive Vice President and Chief Financial Officer from 2000 to 2007. Mr. Crews brings to the Board of Directors extensive expertise in finance and related functions, as well as sig-nificant knowledge of corporate development, agri-business, and international operations.

Pierre Dufour

Age: 65

Director since: 2010

Common stock owned: 44,322(3) Percent of class: *

Former Principal Occupation or Position: Senior Executive Vice President of Air Liquide Group (a leading provider of gases for industry, health, and the environment) from 2007 - July 2017.

Directorships of Other Publicly-Owned Companies: Director of Air Liquide S.A. and National Grid plc. within the past five years.

Qualifications and Career Highlights: Prior to retiring in July 2017, Mr. Dufour served as Senior Executive Vice President of Air Liquide Group, the world leader in gases for industry, health, and the environment. Having joined Air Liquide in 1997, Mr. Dufour was named Senior Executive Vice President in 2007. Mr. Dufour's tenure with Air Liquide Group included supervision of operations in the Americas, Africa-Middle East, and Asia-Pacific zones, and he also was responsible for Air Liquide's industrial World Business Lines, Engineering and Con-struction. Mr. Dufour's qualifications to serve as a director of our company include his substantial leadership, engineering, operations management, and international business experience.

Donald E. Felsinger

Age :73

Director since: 2009

Common stock owned: 135,959(4) Percent of class: *

Former Principal Occupation or Position: Execu-tive Chairman of Sempra Energy (an energy serv-ices company) from 2011 - December 2012.

Directorships of Other Publicly-Owned Companies: Lead Director of Northrop Grumman Corporation. Director of Gannett Co., Inc. within the past five years.

Qualifications and Career Highlights: Mr. Felsinger brings extensive experience as a board member, chair and CEO with Fortune 500 companies. Mr. Felsinger retired as Executive Chairman of Sempra Energy in December 2012. His leadership roles at Sempra Energy and other companies have allowed him to provide the Board of Directors with his expertise in mergers and acquisitions, environmental matters, corporate governance, strategic planning, engineering, finance, human resources, compliance, risk management, international business, and public affairs.

Patrick J. Moore

Age: 66

Director since: 2003

Common stock owned: 70,696(1) Percent of class: *

Principal Occupation or Position: President and Chief Executive Officer of PJM Advisors, LLC (an investment and advisory firm) since 2011; Chief

Executive Officer of Smurfit-Stone Container Corporation from 2010 - 2011(6).

Directorships of Other Publicly-Owned Companies: Chairman of Energizer Holdings, Inc.

Suzan F. Harrison

Age: 63

Director since: 2017

Common stock owned: 15,450(1) Percent of class: *

Former Principal Occupation or Position: Presi-dent of Global Oral Care at Colgate-Palmolive Company (a global household and consumer products company) from 2011 - 2019; President of Hill's Pet Nutrition Inc. North America from 2009 - 2011; Vice President, Marketing for Colgate U.S. from 2006 - 2009.

Directorships of Other Publicly-Owned Companies: Director of West-Rock Company.

Qualifications and Career Highlights: Ms. Harrison retired in 2019 as the President of Global Oral Care at Colgate-Palmolive Company, a worldwide consumer products company focused on the production, distribution, and provision of household, health care, and personal products. She was previously President of Hill's Pet Nutrition Inc. North America, a position she held from 2009 to 2011. Additionally, she served as Vice President, Marketing for Colgate U.S. from 2006 to 2009, and Vice President and General Manager of Colgate Oral Pharmaceuticals, North America and Europe from 2005 to 2006. Pre-viously, Ms. Harrison held a number of leadership roles at Colgate commencing in 1983. Ms. Harrison's qualifications to serve as a direc-tor of our company include her extensive leadership, management, operations, marketing, and international experience.

Juan R. Luciano

Age: 59

Director since: 2014

Common stock owned: 3,001,703(5) Percent of class: *

Principal Occupation or Position: Chairman of the Board, Chief Executive Officer and President since January 2016; Chief Executive Officer and

President from January 2015 - January 2016; President and Chief Operating Officer from February 2014 - December 2014; Executive Vice President and Chief Operating Officer from 2011 - February 2014. Directorships of Other Publicly-Owned Companies: Director of Eli Lilly and Company.

Qualifications and Career Highlights: Mr. Moore retired as Chief Executive Officer of Smurfit-Stone Container Corporation in 2011, and held positions of increasing importance at Smurfit-Stone and related companies since 1987. Prior to 1987, Mr. Moore served 12 years at Continental Bank in various corporate lending, international banking, and administrative positions. Mr. Moore brings to the Board of Direc-tors his substantial experience in leadership, banking and finance, strategy development, sustainability, and operations management.

Qualifications and Career Highlights: Mr. Luciano joined ADM in 2011 as executive vice president and chief operating officer, was named president in February 2014, was named Chief Executive Officer in January 2015, and was named Chairman of the Board in January 2016. Mr. Luciano has overseen the commercial and production activities of ADM's Corn, Oilseeds, and Agricultural Services businesses, as well as its research, project management, procurement, and risk management functions. He also has overseen the company's operational excellence initiatives, which seek to improve productivity and efficiency companywide. He has led the company's efforts to improve its capital, cost, and cash positions. Previously, Mr. Luciano was with The Dow Chemical Company, where he last served as executive vice president and president of the performance division.

Francisco J. Sanchez

Age: 61

Director since: 2014

Common stock owned: 26,864(7) Percent of class: *

Principal Occupation or Position: Partner at Hol-land & Knight LLP and Advisor to Pt. Capital (a private equity firm) since July 2020; Senior

Managing Director of Pt. Capital and Chairman of CNS Global Advisors (an international trade and investment consulting firm) from November 2013 - July 2020; Under Secretary for International Trade, U.S. Department of Commerce from 2010 - November 2013. Directorships of Other Publicly-Owned Companies: Director of Good Resources Holdings Ltd. within the past five years.

Debra A. Sandler

Age: 61

Director since: 2016

Common stock owned: 19,355(1) Percent of class: *

Principal Occupation or Position: President of LaGrenade Group, LLC (a marketing consulting firm) since October 2015; Chief Health and

Wellbeing Officer of Mars, Inc. from July 2014 - July 2015; President, Chocolate, North America of Mars, Inc. from April 2012 - July 2014; Chief Consumer Officer of Mars Chocolate North America from 2009 - March 2012.

Directorships of Other Publicly-Owned Companies: Director of Gan-nett Co., Inc., Dollar General Corporation, and Keurig Dr Pepper Inc.

Qualifications and Career Highlights: Mr. Sanchez is a Partner at Hol-land & Knight LLP, where he serves as Co-Lead of the firm's International Trade Practice. In addition, Mr. Sanchez is an Advisor at Pt. Capital, a pri-vate equity firm focused on responsible investments in the Pan Arctic. From November 2013 - July 2020, Mr. Sanchez served as CEO and chair-man of the board of CNS Global Advisors, a firm focused on international trade and investment. In 2009, President Obama nominated Mr. Sanchez to be the Under Secretary for International Trade at the U.S. Department of Commerce. He was later unanimously confirmed by the U.S. Senate. Mr. Sanchez served in that role until November 2013. There he was responsible for strengthening the competitiveness of U.S. industry, pro-moting trade and investment, enforcing trade laws and agreements, and implementing the President's National Export Initiative. Mr. Sanchez brings to the Board of Directors substantial experience in public policy, international trade, and international investment.

Qualifications and Career Highlights: Ms. Sandler is currently Presi-dent of LaGrenade Group, LLC, a marketing consultancy she founded to advise consumer packaged goods companies operating in the Health and Wellness space. She was previously Chief Health and Wellbeing Officer of Mars, Inc., a position she held from July 2014 to July 2015. Additionally, she served as President, Chocolate, North America from April 2012 to July 2014, and Chief Consumer Officer, Mars Chocolate North America from November 2009 to March 2012. Prior to joining Mars, Ms. Sandler spent 10 years with Johnson & Johnson in a variety of leadership roles. Ms. Sandler has strong marketing and operating experience and a proven record of creating, building, enhancing, and leading well-known consumer brands as a result of the leadership positions she has held with Mars, Johnson & Johnson, and PepsiCo.

Kelvin R. Westbrook

Age: 65

Director since: 2003

Common stock owned: 48,459(1) Percent of class: *

Principal Occupation or Position: President and Chief Executive Officer of KRW Advisors, LLC (a consulting and advisory firm) since 2007;

Chairman and Chief Strategic Officer of Millennium Digital Media Systems, L.L.C. (a broadband services company) ("MDM")(8) from 2006 - 2007. Directorships of Other Publicly-Owned Companies: Director of T-Mobile USA, Inc. and Mosaic Company; Lead Independent Trust Manager of Camden Property Trust. Director of Stifel Financial Corp. within the past five years.

Lei Z. Schlitz

Age: 54

Director since: 2019

Common stock owned: 7,457(1) Percent of class: *

Principal Occupation or Position: Executive Vice President, Automotive OEM at Illinois Tool Works Inc. (a global multi-industrial manufacturer) since

January 2020; Executive Vice President, Food Equipment at Illinois Tool Works from September 2015 - January 2020; Group President, Worldwide Ware-Wash, Refrigeration, and Weigh/Wrap Businesses at Illinois Tool Works from 2011 - December 2015; Vice President, Research & Development, and Head of ITW Technology Center at Illi-nois Tool Works from 2008 - 2011.

Qualifications and Career Highlights: Mr. Westbrook brings legal, media, and marketing expertise to the Board of Directors. He is a former partner of a national law firm, was the President, Chief Execu-tive Officer, and co-founder of two large cable television and broad-band companies, and was or is a member of the board of several high-profile companies, including T-Mobile USA, Inc. and the National Cable Satellite Corporation, better known as C-SPAN. Mr. Westbrook also previously served on the board of a multi-billion-dollar not-for-profit healthcare services company.

Qualifications and Career Highlights: Dr. Schlitz is currently Executive Vice President of the Automotive OEM segment at Illinois Tool Works Inc., a publicly held, global multi-industrial manufacturer. She oversees a global business involving the design and manufacture of fasteners, interior and exterior components, and powertrain and braking systems for automotive OEMs and their top-tier suppliers around the world. Pre-viously, she has served in leadership roles at Illinois Tool Works, serving as Executive Vice President of the Food Equipment segment, a global commercial food equipment business, serving institutional, industrial, restaurant, and retail customers around the world, and the group presi-dent of various food equipment businesses and leading research and development efforts. Dr. Schlitz brings extensive leadership experience in strategy development, growth initiatives, and operational excellence.

Director Experiences, Qualifications, Attributes, and Skills; Board Diversity

* Less than 1% of outstanding shares

(1) Consists of stock units allocated under our Stock Unit Plan that are deemed to be the equivalent of outstanding shares of common stock for valuation purposes.

(2) Includes 40,139 stock units allocated under our Stock Unit Plan.
(3) Includes 23,427 stock units allocated under our Stock Unit Plan and 2,095 shares owned by his spouse.

(4) Includes 75,959 stock units allocated under our Stock Unit Plan and 60,000 shares held in trust.

(5) Includes 758,771 shares held in trust, 238 shares held by a family-owned limited liability company, and 1,758,700 shares that are unissued but are subject to stock options exercisable within 60 days.

DIRECTOR EXPERIENCES, QUALIFICATIONS, ATTRIBUTES, AND SKILLS; BOARD DIVERSITY

In assessing an individual's qualifications to become a member of the Board, the Nominating/Corporate Governance Committee may consider various factors including education, experience, judgment, independence, integrity, availability, and other factors that the Committee deems appropriate. The Nominating/Corporate Gover-nance Committee strives to recommend candidates that complement the current board members and other proposed nominees so as to further the objective of having a board that reflects a diversity of background and experience with the necessary skills to effectively perform the functions of the Board and its committees. In addition, the Committee considers personal characteristics of nominees and current board members, including race, gender, and geographic origin, in an effort to obtain a diversity of perspectives on the Board.

The specific experience, qualifications, attributes, and skills that qualify each of our directors to serve on the Board are described in the biographies above and in the Proxy Summary under "Director Nominee Qualifications and Experience" on page 3 and "Director Nominee Diversity, Age, Tenure, and Independence" on page 4.

(6) Smurfit-Stone Container Corporation and its U.S. and Canadian subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2009.

(7) Includes 22.494 stock units allocated under our Stock Unit Plan.
(8) Broadstripe, LLC (formerly MDM) and certain of its affiliates filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in January 2009, approximately fifteen months after Mr. Westbrook resigned from MDM.

DIRECTOR NOMINATIONS FROM STOCKHOLDERS

The Nominating/Corporate Governance Committee will consider nominees recommended by a stockholder, provided that the stock-holder submits the nominee's name in a written notice delivered to our Secretary at our principal executive offices not less than 60 nor more than 90 days prior to the anniversary date of the immediately preceding annual stockholders' meeting. However, if the annual meet-ing is called for a date that is not within 30 days before or after such anniversary date, the notice must be received at our principal execu-tive offices not later than the close of business on the tenth day follow-ing the day on which such notice of the date of the annual meeting was mailed or public disclosure of the date of the annual meeting was made (whichever first occurs). Different notice delivery requirements may apply if the number of directors to be elected at an annual meet-ing is being increased, and we do not make a public announcement naming all of the nominees or specifying the size of the increased board at least 100 days prior to the first anniversary of the preceding year's annual meeting.

Any notice of a stockholder nomination must set forth the information required by Section 1.4(c) of our bylaws, and must be accompanied by a written consent from the proposed nominee to being named as a nominee and to serve as a director if elected, a written representation and agreement from the proposed nominee attesting to certain facts set forth in Section 1.4(c)(2) of our bylaws, and a written statement from the proposed nominee as to whether he or she intends, if elected, to tender the advance, contingent, irrevocable resignation that would become effective should the individual fail to receive the required vote for re-election at the next meeting of stockholders. Stockholders may also have the opportunity to include nominees in our proxy statement by complying with the requirements set forth in Section 1.15 of our bylaws. All candidates, regardless of the source of their recommendation, are evaluated using the same criteria.

Board Leadership and Oversight

Board Leadership Structure

Our company's Board of Directors does not have a current requirement that the roles of Chief Executive Officer and Chairman of the Board be either combined or separated, because the Board believes it is in the best interest of our company to make this determination based on the position and direction of the company and the constitution of the Board and management team. The Board regularly evaluates whether the roles of Chief Executive Officer and Chairman of the Board should be combined or separated. The Board's implementation of a careful and seamless succession plan over the past years demonstrates that the Board takes seriously its responsibilities under the Corpo-rate Governance Guidelines to determine who should serve as Chairman at any point in time in light of the specific circumstances facing our company. After careful consideration, the Board has determined that having Mr. Luciano, our company's Chief Executive Officer, continue to serve as Chairman is in the best interest of our stockholders at this time. The Chief Executive Officer is responsible for the day-to-day management of our company and the development and implementation of our company's strategy, and has access to the people, information, and resources necessary to facilitate board function. Therefore, the Board believes at this time that combining the roles of Chief Executive Officer and Chairman contributes to an efficient and effective board.

The independent directors elect a Lead Director at the Board's annual meeting. Mr. Felsinger is currently serving as Lead Director. The Board believes that having an independent Lead Director provides the Board with independent leadership and facilitates the independence of the Board from management. The Nominating/Corporate Governance Committee regularly evaluates the responsibilities of the Lead Director and considers current trends regarding independent board leadership.

In prior years, the Board has enhanced the Lead Director's responsibilities, as set forth in the Corporate Governance Guidelines, in connection with determining performance criteria for evaluating the Chief Executive Officer, evaluating the Board, committees, and individual directors, and planning for management succession. In accordance with our Corporate Governance Guidelines, the Lead Director:

(1) presides at all meetings of the Board at which the Chairman is not present, including executive sessions of the independent direc-tors, and regularly meets with the Chairman and Chief Executive Officer for discussion of appropriate matters arising from these ses-sions;

(2) coordinates the activities of the other independent directors and serves as liaison between the Chairman and the independent directors;

(3) consults with the Chairman and approves all meeting agendas, schedules, and information provided to the Board, and may, from time to time, invite corporate officers, other employees, and advisors to attend Board or committee meetings whenever deemed appropriate;

(4) interviews, along with the Chairman and the Chair and members of the Nominating/Corporate Governance Committee, all director candidates and makes recommendations to the Nominating/Corporate Governance Committee;

(5) advises the Nominating/Corporate Governance Committee on the selection of members of the board committees;
(6) advises the board committees on the selection of committee chairs;
(7) works with the Chairman and Chief Executive Officer to propose a schedule of major discussion items for the Board;
(8) guides the Board's governance processes;
(9) provides leadership to the Board if circumstances arise in which the role of the Chairman or Chief Executive Officer may be, or may be perceived to be, in conflict;

(10) has the authority to call meetings of the independent directors;
(11) if requested by major stockholders, ensures that he or she is available for consultation and direct communication;
(12) leads the non-management directors in determining performance criteria for evaluating the Chief Executive Officer and coor-dinates the annual performance review of the Chief Executive Officer;

(13) works with the Chair of the Compensation/Succession Committee to guide the Board's discussion of management succession plans;

Board Role in Risk Oversight

(14) works with the Chair and members of the Nominating/Corporate Governance Committee to facilitate the evaluation of the performance of the Board, committees, and individual directors;

(15) works with the Chair and members of the Sustainability and Corporate Responsibility Committee to set sustainability and corporate responsi-bility objectives; and

(16) performs such other duties and responsibilities as the Board may determine.

In addition to electing a Lead Director, our independent directors facilitate the Board's independence by meeting frequently as a group and foster-ing a climate of transparent communication. The high level of contact between our Lead Director and our Chairman between board meetings and the specificity contained in the Board's delegation of authority parameters also serve to foster effective board leadership.

Board Role in Risk Oversight

Management is responsible for day-to-day risk assessment and mitigation activities, and our company's Board of Directors is responsible for risk over-sight, focusing on our company's overall risk management strategy, our company's degree of tolerance for risk, and the steps management is taking to manage our company's risks. While the Board as a whole maintains the ultimate oversight responsibility for risk management, the committees of the Board can be assigned responsibility for risk management oversight of specific areas. The Audit Committee currently maintains responsibility for oversee-ing our company's enterprise risk management process and regularly discusses our company's major risk exposures, the steps management has taken to monitor and control such exposures, and guidelines and policies to govern our company's risk assessment and risk management processes. The Audit Committee periodically reports to the Board of Directors regarding significant matters identified with respect to the foregoing.

Management has established an Enterprise Risk Management Committee consisting of a Chief Risk Officer and other personnel that represent multiple functional and regional areas within our company, with broad oversight of the risk management process.

BOARD OF DIRECTORS

Audit Committee

• assists the Board in ful-filling its oversight responsibility to the stockholders relating to the company's major risk exposures
• oversees the company's enterprise risk manage-ment process
• regularly discusses the steps management has taken to monitor and control risk exposure
• regularly reports to the Board regarding significant matters identified

Nominating/Corporate Governance Committee

• assigns oversight of spe-cific areas of risk to other committees
• recommends director nominees who it believes will capably assess and monitor risk

Compensation/ Succession Committee

• assesses potential risks associated with compensation decisions
• engages an independent outside consultant every other year to review the company's compensa-tion programs and eval-uate the risks in such programs; the con-sultant attends all committee meetings to advise the committee

Sustainability and

Corporate Responsibility

Committee

• has oversight responsi-bility for the company's objectives, goals, strat-egies, and activities relat-ing to sustainability and corporate responsibility matters, including work-place safety, process safety, environmental, social well-being, diver-sity and inclusion, corpo-rate giving, and community relations
• oversees the company's compliance with sustain-ability and corporate responsibility laws and regulations
• assesses the company's performance relating to sustainability and corpo-rate responsibility goals and industry benchmarks

SENIOR MANAGEMENT

Enterprise Risk Management Committee

• ensures implementation and main-tenance of a process to identify, eval-uate, and prioritize risks to our company's objectives
• ensures congruence of risk decisions with our company's values, policies, procedures, measurements, and incentives or disincentives
• supports the integration of risk assess-ment and controls into mainstream business processes, planning, and decision-making

• identifies roles and responsibilities across our company in regard to risk assessment and control functions
• promotes consistency and stand-ardization in risk identification, report-ing, and controls across our company
• ensures sufficient information capa-bilities and information flow to support risk identification and controls and alignment of technology assets

• regularly evaluates the overall design and operation of the risk assessment and control process, including development of relevant metrics and indicators
• reports regularly to senior management and the Board regarding the above-described processes and the most sig-nificant risks to our company's objectives

Sustainability and Corporate Responsibility

Our commitment to change and growth goes beyond our products and services. At ADM, sustainable practices and a focus on environmental responsibility are not separate from our primary business: they are integral to the work we do every day to serve customers and create value for stockholders.

Our disclosure for sustainability topics, including climate change, follow the Taskforce on Climate-Related Financial Disclosures (TCFD) framework: Governance, Strategy, Risk Management, and Metrics & KPIs.

Governance: Our sustainability efforts are overseen by our Board of Directors, in particular a dedicated Sustainability and Corporate Responsibility Committee, and led by our Chief Sustainability Officer, who is supported by regional sustainability teams.

Strategy: In 2019, ADM assembled a Carbon Reduction Task Force to identify and assess technologies and process changes to enable meaningful Scope 1 and Scope 2 reductions. We engaged WSP Global to review the findings of the Task Force and to conduct an in-depth feasibility study to help shape an ambitious new set of goals to further reduce our environmental footprint.

We address climate change through three main pathways:

• renewable product and process innovations, such as our carbon sequestration project in Decatur, Illinois,
• supply chain commitments, such as our Commitment to No-Deforestation, and
• a strategic approach to operational excellence which emphasizes enhancing the efficiency of our production plants throughout our global operations, including through a centralized energy management team that enables us to identify and share successful programs across business or geographic regions.

Our No-Deforestation program is focused on four key pillars:

• Supply chain traceability
• Supplier engagement
• Monitoring & verification
• Reporting

Risk Management: Sustainability risk management, including climate change and deforestation, is integrated into the multi-disciplinary company-wide enterprise risk management (ERM) process.

Each quarter, the ERM Sustainability subgroup reviews the risk matrix. Previously identified risks are discussed to ensure proper focus and time is spent discussing and assessing emerging risks. The risk matrix includes quantitative review of impact, mitigation, and residual risk as well as qual-itative information about risk categories, warning periods, mitigation strategies and effectiveness.

Various risk types are included in the analysis including current and emerging regulation, technology, legal, market, reputation, acute physical and chronic physical risks.

Relevance & inclusion	Explanation
Current regulation	Relevant, sometimes included	Risks associated with current regulation have typically already been assessed and mitigated where possible. Current regulation risks are relevant when assessing facility expansions or acquisitions, or when assessing new product streams. For example, as more entities establish carbon taxes or trading schemes, we must analyze the applicability to our facilities and assess the financial risks.
Emerging regulation	Relevant, always included	Emerging regulation, such as carbon taxes or emissions limitations, could have a direct impact on our operations, and are therefore relevant and always included in our assessments.
Technology	Relevant, always included	As technology changes, demand for existing products could be affected or more efficient processing techniques may be discovered. Technology also represents a significant mitigation strategy - for example, digital satellite monitoring is evolving and making it easier to detect deforestation to ensure we do not source from farmers violating our policies. Emerging technology is always relevant and included in risk assessments.
Legal	Relevant, always included	Legal impacts pose a relevant risk to the company and are always assessed. For example, palm from Indonesia/Malaysia and soy from Brazil are at risk of being sourced from growers who are in violation of labor laws or deforestation regulations.
Market	Relevant, always included	Market demand has a direct effect on production as well as directing sustainable sourcing initiatives. Staying informed on market changes is a necessary part of risk assessment and always included.
Reputation	Relevant, always included	Reputational damage could pose a risk to the company. For example, deforestation linked to our supply chain could cause brand or company reputation damage. Monitoring our reputation, as well as the reputations of suppliers, competitors, and customers is an important and relevant part of our risk assessments and always included.
Acute physical	Relevant, always included	Acute physical risks, such as droughts, cyclones, floods, and fires pose risks and are always included in our risk assessments.
Chronic physical	Relevant, sometimes included	Chronic physical risks, such as the shifting of growing zones, are included in our risk assessments; however, because these tend to be longer-term risks, they are not always assessed quarterly.

Risk 1: Direct Operations - Acute physical risk, increased severity and frequency of extreme weather events such as cyclones and floods could lead to increased direct costs in the short term.

The Company's operations rely on dependable and efficient transportation services, the disruption of which could result in difficulties supplying materials to the Company's facilities and impairment of the Company's ability to deliver products to its customers in a timely manner. The Com-pany relies on access to navigable rivers and waterways in order to fulfill its transportation obligations more effectively. Any major lack of available water for use in certain of the Company's processing operations could have a material adverse impact on operating results.

The availability and prices of the agricultural commodities and agricultural commodity products the Company procures, transports, stores, proc-esses, and merchandises can be affected by climate change, weather conditions, disease, government programs, competition, and various other factors beyond the Company's control and could adversely affect the Company's operating results. Reduced supply of agricultural commodities could adversely affect the Company's profitability by increasing the cost of raw materials and/or limiting the Company's ability to procure, trans-port, store, process, and merchandise agricultural commodities in an efficient manner.

Risk 2: Upstream supply chain - Acute physical risk, increased severity and frequency of extreme weather events such as cyclones and floods could lead to increased sourcing costs in the short term. A reduction in agricultural commodities would directly impact ADM's ability to produce goods which would directly affect sales and revenue. The ERM team estimates a potential financial risk of $10-70M based on increased price of commod-ities, increased transportation costs, loss in revenue if facilities are unable to acquire enough raw material to operate.

The availability and prices of agricultural commodities are subject to wide fluctuations, including impacts from factors outside the Company's con-trol such as changes in weather and climate. Reduced supply of agricultural commodities could adversely affect the Company's profitability by increasing the cost of raw materials and/or limiting the Company's ability to procure, transport, store, process, and merchandise agricultural commodities in an efficient manner.

Risk 3: Direct operations - Emerging regulation and carbon pricing mechanisms could result in increased operational costs in the short to medium term. Financial implications are dependent upon the environmental regulations but vary from increased operating costs (additional monitoring and testing requirements) to capital costs (equipment upgrades/installation). A carbon tax could also potentially increase direct costs.

The Company's business could be affected in the future by additional global, regional, national, and local regulation, pricing of greenhouse gas emissions or other climate change legislation, regulation or agreements. It is difficult at this time to estimate the likelihood of passage, or predict the potential impact, of any additional legislation, regulations or agreements. Potential consequences of new obligations could include increased energy, transportation, raw material, and administrative costs, and may require the Company to make additional investments in its facilities and equipment.

After a carbon reduction feasibility study, ADM has set a new, ambitious GHG reduction target. As we reduce absolute emissions, the total poten-tial cost of a carbon tax or trading scheme goes down.

Opportunity 1: Direct operations - Development and expansion of low emissions goods and services could lead to increased revenues resulting from increased demand for products and services. As various renewable fuel standards are implemented around the world, ADM has an oppor-tunity to capitalize through the production and sale of ethanol and biodiesel.

ADM's strategy to realize this opportunity is to remain active in trade associations and in public policy activities related to renewable fuels stan-dards. The cost of this strategy is included in day-to-day business operational costs.

Opportunity 2: Direct operations - Development of new products or services through R&D and innovations could lead to increased revenues through access to new and emerging markets. More businesses and consumers are looking to renewable products.

Metrics & KPIs:

We have aligned our sustainability efforts with the United Nations Sustainable Development Goals which serve as a road map to achieve a better future for all. Specifically, we are focusing our efforts toward Zero Hunger, Clean Water and Sanitation, Climate Action, and Life On Land.

Below are highlights of some of our activities that support our commitment to these SDGs, as well as some of our other company goals, metrics, and KPIs.

After meeting our 15x20 environmental goals ahead of schedule, and based on the results of a carbon reduction feasibility study, we have announced an ambitious new set of goals we call Strive35 to further reduce our environmental footprint.

GHG Emissions

25%

reduc on by 2035 over 2019 baseline

Energy Intensity

15%

reduc on by 2035 over 2019 baseline

Water

10%

reduc on per ton of product produced at our largest sites by 2035 over 2019 baseline

Develop a global strategy focused on improving community wellbeing in priority watersheds including water-stressed areas by 2025

Waste

90%

At least 90% to be beneﬁcially reused, recycled, or otherwise diverted from landﬁll by 2035

Board Role in Overseeing Political Activities

We disclose key performance indicators aligned with the Global Reporting Initiative (GRI) Framework. Below are key metrics from calendar years 2018 and 2019.

GRI 305-1, 305-2, 305-5

Year Ended December 31

GHG Emissions, million metric tons* Global Scope 1 GHG Emissions Global Scope 2 GHG Emissions

GHG Intensity Reduction over 2010 baseline

2018 2019

14.52 14.80

2.84 3.01

15.1% 15.1%

GRI 303-1

Year Ended December 31

2018 2019

Water Withdrawal (locations >100,000 m3/year) in million m3* Groundwater

42.2 43.1

41.5 41.1

31.0 31.0

Municipal Rain Surface

1.1 0.9

GRI 302-1

Year Ended December 31

Energy consumption within the organization in million MWh* Total non-renewable fuel consumption

2018 2019

57.3 59.9

Total renewable fuel consumption

5.2 4.7

* Data provided in these tables have been assessed by a third-party which has issued limited assurance statements.

Board Role in Overseeing Political Activities

The Board of Directors believes that participation in the political proc-ess is important to our business. We and our political action committee (ADMPAC) therefore support candidates for political office and orga-nizations that share our pro-growth vision, our aspirations for the future of global agriculture, and our commitment to the people who depend on it for their lives and livelihoods. Decisions to support particular candidates and/or organizations are subject to fixed policies and determined by the company's best interests, not the personal political preferences of our company's executives. ADMPAC submits to the Federal Election Commission (FEC) regular, detailed reports on all federal political contributions, which reports are available to the public on the FEC's website. Similarly, contributions to state candidates are disclosed to relevant state authorities and typically disclosed on individual states' websites.

In addition to our contributions to individual candidates for public office and candidate committees, we also support a small number of so-called "527" groups, including the Democratic Governors Associa-tion, the Republican Governors Association, Ag America, and the Republican State Leadership Committee. We have not supported independent political expenditures or 501(c)(4) organizations. Finally, we have memberships in several industry, trade, and business associa-tions representing agriculture and the business community. If a trade association engages in political activity, the amount of dues associated with this political advocacy is reported in our quarterly LD2 filings.

We engage in a centralized, deliberative process when making decisions about the company's political participation to ensure that it complies with all applicable laws and makes appropriate disclosures. Contributions of greater than $1,000 typically require the approval of the board of direc-tors of ADMPAC, a political action committee funded by our employees' voluntary contributions. The ADMPAC board of directors is chaired by the vice president of state government relations and composed of employees who represent various areas of the company. Contributions of less than $1,000 may be authorized by the company's vice president of govern-ment relations and vice president of state government relations.

The Board of Directors provides oversight of ADMPAC's and the compa-ny's political activities, political contributions, and compliance with rele-vant laws. At each quarterly board meeting, ADM management provides the Board of Directors with a detailed report on our political contributions in the previous quarter. Any member of the Board may obtain further detailed information concerning political contributions, trade associa-tions, compliance with federal and state laws, or any other related topic.

On January 11, 2021, we announced that in light of the events of Jan-uary 6, 2021, ADM is expeditiously conducting a thorough review of all of its political donation policies to ensure that these policies fully reflect ADM's values as a company. We have suspended making new political donations until we have completed that review.

For more information on ADM's political policies and activities, please seehttps://www.adm.com/our-company/us-political-contributions.

Director Evaluations

Board, Committee, and Director Evaluations

The Board believes that a robust annual evaluation process is a critical part of its governance practices. Accordingly, the Nominating/ Corporate Governance Committee oversees an annual evaluation of the performance of the Board of Directors, each committee of the Board, and each individual director. The Nominating/Corporate Governance Committee approves written evaluation ques-tionnaires which are distributed to each director. The results of each written evaluation are provided to, and compiled by, an outside firm. Individual directors are evaluated by their peers in a confidential process. Our Lead Director works with the Chair and members of the Nominating/Corporate Governance Committee to facilitate the evaluation of the performance of the Board, committees, and individual directors, and delivers and discusses individual evaluation results with each director. The Chair of the Nominating/ Corporate Governance Committee delivers and discusses the Lead Director's individual evaluation with him or her. Results of the performance evaluations of the committees and the Board are discussed at appropriate committee meetings and with the full board.

The Board utilizes the results of these evaluations in making decisions on board agendas, board structure, committee responsibilities and agendas, and continued service of individual directors on the board.

Evalua on ques onnaires are distributedOutside ﬁrm collects results

Results are delivered and discussed with each directorCommi ee and board evalua ons are discussed at commi ee mee ngs and with the full board

Independence of Directors

The Board of Directors has reviewed business, familial, and charitable relationships between our company and each non-employee director and director nominee to determine compliance with the NYSE standards and our bylaw standards, each described below, and to evaluate whether there are any other facts or circumstances that might impair a director's or nominee's independence. Based on that review, the Board has determined that ten of its eleven current members, Messrs. Burke, Crews, Dufour, Felsinger, Moore, Sanchez, and Westbrook, Ms. Harrison, Ms. Sandler, and Dr. Schlitz are independent, and that Mr. Colbert, the director nominee, is also independent. Mr. Luciano is not independent under the NYSE or bylaw standards because of his employment with us.

In determining that each director and nominee is independent (other than Mr. Luciano), the Board reviewed the following trans-actions, relationships, or arrangements. The Board of Directors determined that any amounts or relationships involved in all of the following matters fall below applicable thresholds or outside the NYSE or bylaw independence standards, that none of the directors or nominee had a direct or material interest in the matters described below, and that such matters do not impair the independence of any director or nominee.

Name	Matters Considered
M. Burke	Ordinary course business with AECOM (sales to ADM of certain services on an arm's length basis).
T. Crews	Ordinary course business with WestRock Company (purchases from ADM of various products and sales to ADM of various products, all on an arm's length basis). Ordinary course business with Hormel Foods Corporation (purchases from ADM of vari-ous products and sales to ADM of various products, all on an arm's length basis).
P. Dufour	Ordinary course business with Air Liquide Group (sales to ADM of certain products on an arm's length basis).
D. Felsinger	Stepson-in-law is employed by ADM as Director, New Product Development, which is not an executive officer or senior management position, at a compensation level and on terms determined on a basis consistent with the Company's policies for non-executive officers.
S. Harrison	Ordinary course business with WestRock Company (purchases from ADM of various products and sales to ADM of various products, all on an arm's length basis).
D. Sandler	Ordinary course business with Pharmavite (purchases from ADM of certain products on an arm's length basis). Ordinary course business with Keurig Dr Pepper Inc. (purchases from ADM of certain products on an arm's length basis).
L. Schlitz	Ordinary course business with Illinois Tool Works Inc. (sales to ADM of certain equip-ment and services on an arm's length basis).
K. Westbrook	Ordinary course business with Mosaic Company (sales to ADM of certain products and purchases from ADM of certain services, all on an arm's length basis). Ordinary course business with T-Mobile US, Inc. (sales to ADM of various products and purchases from ADM of certain products, all on an arm's length basis).

Independence of Directors

NYSE Independence

The listing standards of the New York Stock Exchange, or NYSE, require companies listed on the NYSE to have a majority of "independent" direc-tors. Subject to certain exceptions and transition provisions, the NYSE standards generally provide that a director will qualify as "independent" if the Board affirmatively determines that he or she has no material relationship with our company other than as a director, and will not be consid-ered independent if:

1. the director or a member of the director's immediate family is, or in the past three years has been, one of our executive officers or, in the case of the director, one of our employees;
2. the director or a member of the director's immediate family has received during any 12-month period within the last three years more than $120,000 per year in direct compensation from us other than for service as a director, provided that compensation received by an immediate family member for service as a non-executive officer employee is not considered in determining independence;
3. the director or an immediate family member is a current partner of one of our independent auditors, the director is employed by one of our independent auditors, a member of the director's immediate family is employed by one of our independent auditors and personally works on our audits, or the director or a member of the director's immediate family was within the last three years an employee of one of our independent auditors and personally worked on one of our audits;
4. the director or a member of the director's immediate family is, or in the past three years has been, employed as an executive officer of a com-pany where one of our executive officers at the same time serves or served on the compensation committee; or
5. the director is a current employee of, or a member of the director's immediate family is an executive officer of, a company that makes payments to, or receives payments from, us in an amount which, in any of the of the last three fiscal years, exceeds the greater of $1 million or 2% of such other company's consolidated gross revenues.
Bylaw Independence

Section 2.8 of our bylaws also provides that a majority of the Board of Directors be comprised of independent directors. Under our bylaws, an "independent director" means a director who:

1. is not a current employee or a former member of our senior management or the senior management of one of our affiliates;
2. is not employed by one of our professional services providers;
3. does not have any business relationship with us, either personally or through a company of which the director is an officer or a controlling stockholder, that is material to us or to the director;
4. does not have a close family relationship, by blood, marriage, or otherwise, with any member of our senior management or the senior manage-ment of one of our affiliates;
5. is not an officer of a company of which our Chairman or Chief Executive Officer is also a board member;
6. is not personally receiving compensation from us in any capacity other than as a director; and
7. does not personally receive or is not an employee of a foundation, university, or other institution that receives grants or endowments from us, that are material to us, the recipient, or the foundation, university, or institution.

Independence of Directors

Corporate Governance Guidelines

The Board has adopted Corporate Governance Guidelines that govern the structure and functioning of the Board and set forth the Board's policies on governance issues. The guidelines, along with the written charters of each of the committees of the Board and our bylaws, are posted on our website,https://www.adm.com/investors/corporate-governance, and are available free of charge upon written request to ADM, Attention: Secre-tary, 77 West Wacker Drive, Suite 4600, Chicago, Illinois 60601.

Independent Executive Sessions

In accordance with our Corporate Governance Guidelines, the non-management directors meet in executive session at least quarterly. If the non-management directors include any directors who are not independent pursuant to the Board's determination of independence, at least one executive session each year includes only independent directors. The Lead Director, or in his or her absence, the chair of the Nominating/ Corporate Governance Committee, presides at such meetings of independent directors. The non-management directors met in independent executive session four times during fiscal year 2020.

Information Concerning Committees and Meetings

Board Meetings and Attendance at Annual Meetings of Stockholders

During the last fiscal year, the Board of Directors held eight meetings. All incumbent directors attended 75% or more of the combined total meetings of the Board and the committees on which they served during such period. Our Corporate Governance Guidelines provide that all directors standing for election are expected to attend the annual meeting of stockholders. All director nominees standing for election at our last annual stockholders' meeting held on May 7, 2020, virtually attended that meeting.

Information Concerning Committees and Meetings

The Board's standing committees for the year ended December 31, 2020, consisted of the Audit, Compensation/Succession, Nominat-ing/Corporate Governance, Sustainability and Corporate Responsibility, and Executive Committees. Each committee operates pur-suant to a written charter adopted by the Board, available on our website,www.adm.com.

Audit Committee

The Audit Committee consists of Mr. Crews (Chair), Mr. Dufour, Mr. Moore, Mr. Sanchez, and Ms. Sandler. The Audit Committee met nine times during the most recent fiscal year. All of the members of the Audit Committee were determined by the Board to be independent directors, as that term is defined in our bylaws, in the NYSE listing standards, and in Section 10A of the Exchange Act. No director may serve as a member of the Audit Committee if such director serves on the audit committees of more than two other public companies unless the Board determines that such service would not impair such director's ability to serve effec-tively on the Audit Committee.

The Audit Committee reviews:

For additional information with respect to the Audit Committee, see the sections of this proxy statement entitled "Report of the Audit Committee" and "Audit Committee Pre-Approval Policies."

1. the overall plan of the annual independent audit;	7. matters of legal and regulatory compliance;
2. financial statements;	8. the performance of our company's compliance function;
3. the scope of audit procedures;	9. business and charitable relationships and transactions
between us and each non-employee director, director
4. the performance of our independent auditors and internal
nominee, and executive officer to assess potential con-
auditors;
flicts of interest and impairment of independence; and
5. the auditors' evaluation of internal controls;
10. the company's earnings press releases and information
6. the company's oversight of risk and the enterprise risk man-	provided to analysts and investors.
agement program;

Information Concerning Committees and Meetings

Compensation/Succession Committee

The Compensation/Succession Committee consists of Mr. Westbrook (Chair), Mr. Burke, Ms. Harrison, and Ms. Schlitz. The Compensation/ Succession Committee met four times during the most recent fiscal year. All of the members of the Compensation/Succession Committee were determined by the Board to be independent directors, as that term is defined in our bylaws and in the NYSE listing standards, including the NYSE listing standards specifically applicable to compensation committee members.

The Compensation/Succession Committee:

The Compensation/Succession Committee provides reports to the Board of Directors and, where appropriate, submits actions to the Board of Directors for ratification. Members of management attend meetings of the committee and make recommendations to the committee regard-ing compensation for officers other than the Chief Executive Officer. In determining the Chief Executive Officer's compensation, the commit-tee considers the evaluation prepared by the non-management directors.

In accordance with the General Corporation Law of Delaware, the committee may delegate to one or more officers the authority to grant stock options to other officers and employees who are not directors or executive officers, provided that the resolution authorizing this dele-gation specifies the total number of options that the officer or officers can award. The charter for the Compensation/Succession Committee also provides that the committee may form subcommittees and delegate tasks to them.

For additional information on the responsibilities and activities of the Compensation/Succession Committee, including the committee's proc-esses for determining executive compensation, see the section of this proxy statement entitled "Compensation Discussion and Analysis."

1. establishes and administers a compensation policy for senior man-	6. reviews and monitors our succession plans;
agement;
7. approves awards to employees pursuant to our incentive com-
2. reviews and approves the compensation policy for all of our	pensation plans;
employees and our subsidiaries other than senior management;
8. approves major modifications in the employee benefit plans
3. approves all compensation elements with respect to our directors,	with respect to the benefits that salaried employees receive
executive officers, and all employees with a base salary of $500,000	under such plans; and
or more;
9. ensures succession processes are in place to aid business
4. reviews and monitors our financial performance as it affects our	continuity.
compensation policies or the administration of those policies;
5. establishes and reviews a compensation policy for non-employee
directors;

Information Concerning Committees and Meetings

Nominating/Corporate Governance Committee

The Nominating/Corporate Governance Committee consists of Mr. Moore (Chair), Mr. Burke, Ms. Sandler, and Mr. Westbrook. The Nominat-ing/Corporate Governance Committee met five times during the most recent fiscal year. All of the members of the Nominating/Corporate Governance Committee were determined by the Board to be independent directors, as that term is defined in our bylaws and in the NYSE list-ing standards.

The Nominating/Corporate Governance Committee:

1. identifies individuals qualified to become members of the Board,	4. assigns oversight of particular risk areas to other committees of
including evaluating individuals appropriately suggested by stock-	the board;
holders in accordance with our bylaws;
5. leads the evaluation of the directors, the Board, and board
2. recommends individuals to the Board for nomination as members of	committees; and
the Board and board committees;
6. has oversight responsibility for certain of the company's corpo-
3. develops and recommends to the Board a set of corporate gover-	rate objectives and policies.
nance principles applicable to the company;
Sustainability and Corporate Responsibility Committee

The Sustainability and Corporate Responsibility Committee consists of Ms. Harrison (Chair), Mr. Crews, Mr. Dufour, Mr. Sanchez, and

Ms. Schlitz. The Sustainability and Corporate Responsibility Committee met four times during the most recent fiscal year. All of the members of the Sustainability and Corporate Responsibility Committee were determined by the Board to be independent directors, as that term is defined in our bylaws and in the NYSE listing standards. For more information on the company's sustainability and corporate responsibility efforts, see the section of this proxy statement entitled "Sustainability and Corporate Responsibility."

The Sustainability and Corporate Responsibility Committee:

1. oversees objectives, goals, strategies, and activities relating to sus-	3. has authority to obtain advice and assistance from internal or
tainability and corporate responsibility;	external advisors; and
2. receives and reviews reports from management regarding strat-	4. leads the evaluation of the company's performance related to
egies, activities, compliance, and regulations regarding sustainability	sustainability and corporate responsibility.
and corporate responsibility;
Executive Committee

The Executive Committee consists of Mr. Luciano (Chairman), Mr. Felsinger (Lead Director), Mr. Crews (Chair of the Audit Committee), Ms. Harrison (Chair of the Sustainability and Corporate Responsibility Committee), Mr. Moore (Chair of the Nominating/Corporate Gover-nance Committee), and Mr. Westbrook (Chair of the Compensation/Succession Committee). The Executive Committee did not meet during the most recent fiscal year. The Executive Committee acts on behalf of the Board to determine matters which, in the judgment of the Chair-man of the Board, do not warrant convening a special board meeting but should not be postponed until the next scheduled board meeting. The Executive Committee exercises all the power and authority of the Board in the management and direction of our business and affairs except for matters which are expressly delegated to another board committee and matters that cannot be delegated by the Board under applicable law, our certificate of incorporation, or our bylaws.

Stockholder Outreach and Engagement; Code of Conduct

Stockholder Outreach and Engagement

As part of our commitment to effective corporate governance practices, in 2020-21 we reached out to many of our largest institu-tional stockholders to hold formal discussions with them to help us better understand the views of our investors on key topics. Our Lead Director (who, as provided in the Corporate Governance Guidelines, ensures that he is available for consultation and direct communication with major stockholders) and senior management participated in these meetings to discuss and obtain feedback on corporate governance, executive compensation, and other related issues important to our stockholders.

We share stockholder feedback with the Board and its committees to enhance both our governance practices and transparency of these practices to our stockholders. We review the voting results of our most recent annual meeting of stockholders, the stockholder feedback received through our engagement process, the governance practices of our peers and other large companies, and current trends in governance as we consider enhancements to our governance practices and disclosure. We value our dialogue with our stockholders and believe our outreach efforts, which are in addition to our other communication channels available to our stock-holders and interested parties, help ensure our corporate governance, compensation, and other related practices continue to evolve and reflect the insights and perspectives of our many stakeholders. We welcome suggestions from our stockholders on how the Board and management can enhance this dialogue in the future.

COMMUNICATIONS WITH DIRECTORS

We have approved procedures for stockholders and other interested parties to send communications to individual directors or the non-employee directors as a group. You should send any such communications in writing addressed to the applicable director or directors in care of the Secretary, ADM, 77 West Wacker Drive, Suite 4600, Chicago, Illinois 60601. All correspondence will be for-warded to the intended recipients.

CODE OF CONDUCT

The Board has adopted a Code of Conduct that sets forth standards regarding matters such as honest and ethical conduct, compliance with law, and full, fair, accurate, and timely disclosure in reports and documents that we file with the SEC and in other public commu-nications. The Code of Conduct applies to all of our directors, employees, and officers, including our principal executive officer, princi-pal financial officer, and principal accounting officer. The Code of Conduct is available at our website,https://www.adm.com/ our-company/the-adm-way/code-of-conduct, and is available free of charge upon written request to ADM, Attention: Secretary,

77 West Wacker Drive, Suite 4600, Chicago, Illinois 60601. Any amendments to certain provisions of the Code of Conduct or waivers of such provisions granted to certain executive officers will be disclosed promptly on our website.

Director Compensation

For fiscal year 2020, our standard compensation for non-employee directors consists of an annual retainer in the amount of $300,000. With respect to the $300,000 annual retainer, $175,000 must be paid in stock units pursuant to our Stock Unit Plan for Non-Employee Directors. The remaining portion of the annual retainer may be paid in cash, stock units, or a combination of both, at the election of each non-employee director. Each stock unit is deemed for valuation and bookkeeping purposes to be the equivalent of a share of our common stock. In addition to the annual retainer, our Lead Director received a stipend in the amount of $30,000, the Chair of the Audit Committee received a stipend in the amount of $25,000, the Chair of the Compensation/Succession Committee received a sti-pend in the amount of $20,000, the Chair of the Nominating/Corporate Governance Committee received a stipend in the amount of $15,000, and the Chair of the Sustainability and Corporate Responsibility Committee received a stipend in the amount of $10,000. All such stipends were paid in cash in 2020, but will be paid in stock units in 2021. We do not pay fees for attendance at board and committee meetings. Directors are reimbursed for out-of-pocket traveling expenses incurred in attending board and committee meet-ings. Directors may also be provided with certain perquisites from time to time.

Stock units are credited to the account of each non-employee director on a quarterly basis in an amount determined by dividing the quarterly amount of the retainer or stipend to be paid in stock units by the fair market value of a share of our common stock on the last business day of that quarter, and are fully-vested at all times. As of any date on which cash dividends are paid on our common stock, each director's stock unit account is also credited with stock units in an amount determined by dividing the dollar value of the dividends that would have been paid on the stock units in that director's account had those units been actual shares by the fair mar-ket value of a share of our stock on the dividend payment date. For purposes of this plan, the "fair market value" of a share of our common stock on any date is the average of the high and low reported sales prices for our stock on the NYSE on that date. Each stock unit is paid out in cash on the first business day following the earlier of (i) five years after the end of the calendar year that includes the quarter for which that stock unit was credited to the director's account, and (ii) when the director ceases to be a member of the Board. The amount to be paid will equal the number of stock units credited to a director's account multiplied by the fair market value of a share of our stock on the payout date. A director may elect to defer the receipt of these payments in accordance with the plan.

The following table summarizes compensation provided to each non-employee director for services provided during fiscal year 2020.

Name	Fees Earned or Paid in Cash ($)(1)	Stock Awards ($)(2)	All Other Compensation ($)(3)	Total ($)
M. S. BURKE	125,000	175,000	-	300,000
T. K. CREWS	150,000	175,000	-	325,000
P. DUFOUR	125,000	175,000	-	300,000
D. E. FELSINGER	30,000	300,000	-	330,000
S. F. HARRISON	135,000	175,000	-	310,000
P. J. MOORE	140,000	175,000	5,000	320,000
F. J. SANCHEZ	125,000	175,000	-	300,000
D. A. SANDLER	125,000	175,000	-	300,000
L. Z. SCHLITZ	125,000	175,000	-	300,000
K. R. WESTBROOK	145,000	175,000	320,000

Director Compensation

Director Stock Ownership Guidelines

(1) As described above, $175,000 of the annual retainer of $300,000 is paid in stock units,	Name	Number of Stock Units at 12/31/20
which are reported in the "Stock Awards" column. Our directors may elect to receive the	M. S. Burke	10,351
remaining portion of the annual retainer in the form of cash, stock units, or a combination	T. K. Crews	39,010
of both. For fiscal year 2020, Mr. Felsinger elected to receive his entire annual retainer in	P. Dufour	26,452
the form of stock units. In addition, in 2020, all stipends were paid in cash.	D. E. Felsinger	73,977
(2) The amounts set forth in this column represent the grant date fair value of stock unit	S. F. Harrison	14,479
grants to each of the listed directors computed in accordance with the provisions of FASB	P. J. Moore	69,371
ASC Topic 718. Each of the listed directors is a non-employee director and the fair value of	F. J. Sanchez	25,051
services provided by each director has been used to calculate the number of stock units	D. A. Sandler	18,358
credited to each director by dividing the quarterly fair value of the services provided by the	L. Z. Schlitz	6,537
fair market value of a share of our company's common stock on the last business day of	K. R. Westbrook	52,110
the quarter. For purposes of this plan, the "fair market value" of a share of our common
stock on any date is the average of the high and low reported sales prices for our stock on
the NYSE on that date. The fair value of services provided by each of the directors has been
determined to be $75,000 per quarter. The aggregate number of stock units credited to
the account of each non-employee director as of December 31, 2020 (including mandatory
stock unit grants, voluntary elections to receive stock units, and the deemed reinvestment
of dividends) was as follows:

(3) Consists of charitable gifts pursuant to the company's matching charitable gift program which is available to substantially all employees and non-employee directors.

Director Stock Ownership Guidelines

Our company has guidelines regarding ownership of shares of our common stock by our non-employee directors. These guidelines call for non-employee directors to own shares of common stock (including stock units issued pursuant to the Stock Unit Plan for Non-Employee Directors) over time with a fair market value of not less than five times the amount of the maximum cash portion of the annual retainer. Application of these guidelines will consider the time each director has served on the Board of Directors, as well as stock price fluctuations that may impact the achievement of the five times cash retainer ownership guidelines.

We prohibit directors from hedging or pledging company securities.

Executive Stock Ownership

Executive Officer Stock Ownership

The following table shows the number of shares of our common stock beneficially owned as of March 15, 2021, directly or indirectly, by each of the named executive officers.

Executive	Common Stock Beneficially Owned(1)	Options Exercisable Within 60 Days	Percent of Class
J. R. LUCIANO	3,001,703(2)	1,758,700	*
R. G. YOUNG	1,376,319(3)	901,641	*
V. F. MACCIOCCHI	294,102	93,110	*
G. A. MORRIS	334,127(4)	117,839	*
J. D. TAETS	499,405(5)	261,154	*

* Less than 1% of outstanding shares

(1) Includes for each named executive officer stock options exercisable within 60 days and the following:

Unvested RSUs	RSUs that vest within 60 days
J. R. Luciano	483,994	0
R. G. Young	164,367	0
V. F. Macciocchi	110,956	0
G. A. Morris	110,956	0
J. D. Taets	104,927	0

(2) Includes 758,771 shares held in trust, 238 shares held by a family-owned limited liability company.
(3) Includes 4,430 shares held in our Dividend Reinvestment Plan.
(4) Includes 635 shares held in the 401(k) and ESOP.
(5) Includes 962 shares held in the 401(k) and ESOP.

Common stock beneficially owned as of March 15, 2021, by all directors, director nominees, and executive officers as a group, number-ing 20 persons including those listed above, is 7,132,019 shares representing 1.3% of the outstanding shares, of which 334,732 shares represent stock units allocated under our Stock Unit Plan for Nonemployee Directors, 4,659 shares are held in the 401(k) and ESOP, 4,430 shares are held in our Dividend Reinvestment Plan, 3,784,269 shares are unissued but are subject to stock options exercisable within 60 days, and no shares are subject to pledge.

Compensation Discussion and Analysis

This Compensation Discussion and Analysis describes the compensation of the following named executive officers, or NEOs:

Name	Title	Time with ADM (as of March 2021)
Juan R. Luciano	Chairman, Chief Executive Officer and President	9 years, 11 mos.
Ray G. Young	Executive Vice President and Chief Financial Officer	10 years, 4 mos.
Vincent F. Macciocchi	Senior Vice President and President, Nutrition, and Chief Sales and Marketing Officer	8 years, 9 mos.*
Greg A. Morris	Senior Vice President and President, Agricultural Services and Oilseeds	26 years, 2 mos.
Joseph D. Taets	Senior Vice President and President, Global Business Readiness and Procurement	32 years, 10 mos.

* includes tenure at a predecessor company that ADM acquired in 2014.

Table of Contents

Section

Page

Executive Summary

How Executive Compensation is Determined Components of Executive Compensation 2020 Executive Compensation Decisions Peer Group

Benefits

Compensation Policies and Governance

Employment Agreements, Severance, and Change in Control Benefits

Executive Summary

OUR COMPENSATION PHILOSOPHY AND OBJECTIVES

ADM unlocks the power of nature to provide access to nutrition world-wide. ADM is a global leader in human and animal nutrition and one of the world's premier agricultural origination and processing companies. In order to achieve this, we must attract, engage, and retain highly talented individuals who are committed to our core values of integrity, excellence, teamwork, resourcefulness, responsibility, and respect for others. Our compensation programs are designed to help us achieve our annual priorities while balancing the long-term interests of our stockholders. Our compensation and benefit programs are based on the following objectives:

• We reinforce a high-performance culture by linking both long- and short-term compensation with individual and company performance while discouraging excessive risk-taking;
• We structure executive compensation packages to include a sig-nificant percentage of variable equity awards to ensure executives remain focused on company performance and stockholder returns;
• We reward senior executives for creating value for our stockholders, demonstrating excellence in leadership, and successfully implement-ing our business strategy;
• We provide market-competitive compensation that reflects the level of job impact and responsibilities, and helps us attract and retain high quality executive talent; and
• We structure our compensation and benefit programs to have con-sistent features for employees and executives across the organization to encourage and reward everyone who contributes to ADM's success.

When designing our executive compensation programs, management and the Compensation/Succession Committee consider stockholder feedback received during our annual say-on-pay vote and regular engagement process.

2020 PERFORMANCE HIGHLIGHTS

ADM achieved strong performance in the face of extraordinary chal-lenges during 2020. Despite the external environment, we kept our focus on strong execution, continuous improvement efforts, and deliv-ering winning solutions for our customers.

Here are some highlights ADM achieved in 2020.

• All business units grew operating profit in 2020. We stayed focused on our customers, maintained a safe working environment with strong business continuity, and managed risk very well;

• We delivered outstanding results with operating profit for Agricul-tural Services & Oilseeds surpassing $2 billion, enhanced returns by monetizing over $300 million in capital, and had record global crush volumes;
• We grew Carbohydrate Solutions operating profits 11%, despite challenges from COVID-19; and delivered strong performance in starches, flour, and industrial alcohol; and
• We grew Nutrition revenue 5% on a constant currency basis9 and operating profit by 37% year-over-year.

• We surpassed our synergy target of €50 million for our Neovia acquisition almost two years ahead of schedule.
• We quickly implemented innovative digital technologies to continue important innovation work with our customers.
• We continued to expand our leadership position in fast-growing consumer trend areas, such as alternative proteins, including the launch of our PlantPlus Foods joint venture with Marfrig, as well as probiotics, announcing the expansion of our Biopolis production facilities.
• We expanded our unparalleled array of products and solutions by adding Yerbalatina, a leader in botanical capabilities.
• We announced several innovative partnerships with Innovafeed and Spiber.
• We exceeded our net Readiness target of $1.3 billion, driving effi-ciency and effectiveness into our organization, including enhancing our centers of excellence and continuing with the implementation of 1ADM, our IT and process improvement initiative.
• We announced new Sustainability goals, Strive 35, outlining targets for greenhouse gas, energy, water, and waste reduction.

We delivered an all-time record in adjusted earnings per share in 2020. We also delivered adjusted return on invested capital (adjusted ROIC) over our annual weighted average cost of capital (WACC) by almost 200 basis points and generated positive economic value added. High-lights of our 2020 financial performance include:

• adjusted earnings per share of $3.59;
• trailing four-quarter average adjusted return on invested capital (adjusted ROIC) of 7.7%, compared to our annual 2020 WACC of 5.75%;
• positive economic value add of $573 million; and
• adjusted EBITDA of $3.660 billion.1

1 Revenue on a constant currency basis (revenue adjusted for the impact of fluctuations in foreign currency exchange rates), adjusted earnings per share (earnings per share, adjusted to exclude the impact of certain items), Adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization, adjusted to exclude the impact of certain items) and Adjusted ROIC (return on invested capital, adjusted to exclude the impact of certain items) are financial measures that have not been calculated in accordance with generally accepted accounting principles ("GAAP"). Annex A to this Proxy Statement offers more detailed definitions of these terms, a reconciliation of each to the most directly comparable GAAP financial measure, and related disclosures about the use of these non-GAAP financial measures. In 2019, the Compensation/Succession Committee chose to recognize $27 million in Adjusted EBITDA due to our anticipated collection of reimbursement for our losses caused by a third party shipping accident at our Reserve, Louisiana facility. While we expected to collect this reimbursement in 2020 and deduct this amount from any calculation performed in connection with our 2020 annual cash incentive, the collection did not occur in 2020. We expect to collect this reimbursement in 2021. This amount will be deducted from any calculation performed in connection with the 2021 annual cash incentive awards so as not to double-count the effects of such adjustment.

In light of our strong performance in 2020, including with respect to the performance metrics under our 2020 annual cash incentive pro-gram and the 2018-2020 PSUs that resulted in above-target payouts, the Compensation/Succession Committee did not make any adjust-ments related to COVID-19 impacts despite the Company being neg-atively impacted in its financial results by the pandemic.

OVERVIEW OF OUR COMPENSATION PROGRAM

Total direct compensation for ADM executives is delivered through a mix of cash and equity awards that emphasizes multiple performance factors tied to stockholder value creation over short and long-term time horizons. The three key elements of our compensation program are base salary, annual cash incentive awards, and long-term equity incentive (LTI) awards.

We believe our salaries and performance-based annual cash incentive awards encourage and reward annual business results, with industry specific strategic goals. In contrast, our LTI rewards for sustained per-formance against critical metrics. Our executive stock ownership guidelines (discussed under "Compensation Policies and Governance - Executive Stock Ownership"), which require executives to own meaningful amounts of ADM common stock, align our executives' interests in delivering sustainable stockholder returns.

SIGNIFICANT 2020 COMPENSATION ACTIONS

In 2020, we granted a mix of performance share units (PSUs) and time-based restricted stock units (RSUs) to the NEOs. The PSUs will vest, ornot, based on ADM's performance against specific goals over a three-year performance period that will end on December 31, 2022. The RSUs generally will vest on the same day as the vesting of the PSUs if the recipient remains employed by ADM. For details, see "2020 Com-pensation Decisions - Equity-Based Long-Term Incentives."

The Compensation/Succession Committee expanded the performance metrics for the 2020 annual cash incentive plan. In the past, these awards were based solely on Adjusted EBITDA and Adjusted ROIC. Since 2017, we have retained those metrics, but each year we also have added specific and relevant strategic goals in order to drive accountability for important annual priorities. Strong results for these strategic goals can have a significant impact on annual bonuses. For details on the five strategic goals prescribed for the 2020 annual bonuses, see "2020 Executive Compensation Decisions - 2020 Annual Cash Incentives."

None of the NEOs received base salary increases in 2020.

In 2020, the NEOs received, on average, 56% of their total target direct compensation in performance-based pay, and 70% of their total target direct compensation in equity awards. For these purposes, we consider the base salary paid in 2020, the annual cash incentive earned in 2020 (paid in early 2021), and the target award value of equity (the dollar amount of such awards as approved by the Compensation/Succession Committee) granted early in 2020 for the 2020-2022 performance period.

The charts below present the mix of total target direct compensation awarded to the NEOs in 2020.

EXECUTIVE COMPENSATION BEST PRACTICES

We annually evaluate all elements of NEO pay to ensure alignment with performance objectives, market best practices and stockholder interests. In addition, ADM's lead director, our CEO, and other members of management annually engage with the company's largest institutional stock-holders to receive their feedback on the structure and performance focus of our executive compensation programs. The following table summa-rizes our current practices.

What We Do What We Don't Do

✓ Pay-for-performance: We tie compensation to performance by setting clear and challenging company financial goals and individual goals, and having a majority of target total direct compensation consist of performance-based components.
✗ No guaranteed base salary increases: Base salary levels are reviewed every year and periodically adjusted based on market competitiveness and internal equity.
✓ Multiple performance metrics: Payouts of our annual cash incentives and long-term incentives are determined based on the weighted results for several financial performance measures and structured to balance accountability for driving annual results with sustainable long-term performance.
✗ No dividends paid on unvested performance awards: We do not pay dividends or credit dividend-equivalents on unvested performance-based awards.
✓ Aggressive stock ownership and retention requirements: Our NEOs and directors must comply with rigorous stock ownership requirements, and they may not sell any company securities until these guidelines are satisfied.
✗ No hedging: We prohibit executives from engaging in hedging transactions with ADM securities.
✓ Compensation-related risk review: The Compensation/Succession Committee regularly reviews compensation-related risks, with the assistance of independent consultants, to confirm that any such risks are not likely to have a material adverse effect on the com-pany.
✗ No gross up of excise tax payments: We do not assist executives with taxes owed as a result of their compensation.
✓ Clawback policy: The company has a policy to enable us to recover previously paid cash and equity-based incentive compensation from executives in the event of a financial restatement, ethical misconduct, or other specified circumstances.
✗ No excessive executive perks: With the exception of certain bene-fits provided under our expatriate program, executive perquisites are restricted to executive physicals, company-provided life insurance, and (for the Chairman and CEO) limited personal use of
Company chartered aircraft.
✓ Regular review of proxy advisor policies, stockholder feedback and corporate governance best practices: The Compensation/ Succession Committee regularly considers the perspectives of out-side authorities as they relate to our executive compensation pro-grams.
✗ No pledging: We prohibit executives from pledging ADM secu-rities.
✓ Performance-based equity awards: Half of the NEOs' annual LTI award opportunity is delivered in PSUs that may be earned only if the company achieves prescribed financial goals over a prospective three-year measurement period.
✗ No employment contracts: We do not have an employment con-tract with any executive officer.
✓ Double-trigger requirement: Equity awards do not automatically vest in the event of a change in control. Instead, we impose a "double-trigger" requirement to accelerate vesting.
✓ Peer group: We use the S&P 100 Industrials as a peer group to recognize that ADM has no direct competitor (in terms of size or focus) in the U.S. public markets and we recruit talent from a wide spectrum of organizations and industries.
32 ADM Proxy Statement 2021

How Executive Compensation is Determined

ADVISORY "SAY ON PAY" VOTE

At the 2020 Annual Meeting of Stockholders, approximately 93% of the shares voted in the advisory vote on executive compensation voted to approve our executive compensation. The Compensation/Succession Committee believes that this strong level of support, and the strong levels of support shown in prior years, affirms broad stockholder agreement with our pay-for-performance approach to executive compensation. Even with this strong support, the Compensation/ Succession Committee made several substantive improvements in the executive compensation programs for 2020. The annual incentive plan has a different payout formula, including a metric that reflects fivebusiness-critical strategic goals. The long-term incentive plan has replaced an adjusted EBITDA performance metric with a new metric - growth in adjusted operating profit in our Nutrition segment - and utilizes a more focused peer group for the relative TSR metric.

We routinely conduct extensive proactive outreach to our largest institutional stockholders to understand and address issues of interest and to foster long-term cooperative relationships. The Compensation/ Succession Committee will continue to consider stockholder feedback and the results from advisory votes on executive compensation when approving compensation programs. For more information, see "Stockholder Outreach and Engagement."

How Executive Compensation is Determined

THE ROLE OF THE COMPENSATION/SUCCESSION COMMITTEE

The Compensation/Succession Committee, which is composed solely of independent directors, is responsible for establishing ADM's com-pensation philosophy and developing and administering compensation policies and programs consistent with this philosophy. When making compensation decisions, the Compensation/Succession Committee considers the company's executive compensation objectives described below.

Align executive and stockholder interests. We believe that a sub-stantial portion of total compensation should be delivered in the form of equity in order to align the interests of our NEOs with the interests of our stockholders. Our RSU awards typically vest three years from the date of grant. Our PSU awards typically have a three-year performance period and vest only if certain performance goals are achieved.

We also protect our stockholders' interest by including a clawback provision in agreements for long-term incentive awards to enable the company to recover awards if the recipient engages in any of a broad range of prohibited conduct, including violation of post-vesting non-competition and non-solicitation restrictions.

Enable the company to attract and retain top executive talent. Stock-holders benefit when we attract, retain, and motivate talented execu-tives with compensation packages that are competitive and fair. As a large, global company engaged in multiple lines of business, our com-petition for talent - like our competition for business and investment - is broad. The company's compensation program for NEOs delivers a mix of salary, annual cash incentives, and long-term incentives targeted to be market-competitive.

Reflect the company's results. Our executive compensation program emphasizes variable, performance-based pay. The Compensation/ Succession Committee assesses executive compensation packages in the aggregate, and considers each individual component as well. Base salary is reviewed annually. Annual cash incentives are paid if, and to the extent that, specified corporate goals and individual goals are attained. Performance-based equity compensation is assessed in a similar manner and is designed to reward measurable long-term results.

Internal equity. The Compensation/Succession Committee takes into account internal equity when determining the pay of the CEO and other NEOs. We provide the Committee with data on the compensa-tion of other ADM non-executive employees in other pay grades and/ or salary ranges, and the Committee reviews such data when setting CEO and NEO pay.

THE ROLE OF THE BOARD

The Board approves the company's business plan, which is one of the factors used to set financial and business objectives for incentive compensation. The independent directors establish and approve all performance criteria for evaluating the Chairman and CEO, annually evaluate the performance of the Chairman and CEO based on these criteria, and ratify his compensation. The board also may provide input and ratification on any additional compensation-related issues at the Compensation/Succession Committee's request. The Board conducts an annual review of the company's performance, which informs the calculation of performance-based incentives and decisions regarding compensation packages generally.

Components of Executive Compensation

THE ROLE OF THE INDEPENDENT COMPENSATION CONSULTANT

The Compensation/Succession Committee retained Pay Governance LLC as its independent executive compensation consultant. Pay Gover-nance provides no other services to the company. The independent compensation consultant reports directly to the Compensation/ Succession Committee, and provides objective and expert analyses and independent advice on executive and director compensation and other matters in support of the committee's responsibilities. Each Compensation/Succession Committee meeting includes an executive session where the committee meets exclusively with the independent consultant, without company management. Outside of these sessions, the independent consultant interacts with management solely on behalf of the Compensation/Succession Committee.

The Compensation/Succession Committee only retains consultants that it believes will provide independent advice. The committee has assessed the independence of Pay Governance pursuant to SEC and NYSE rules, and concluded that the work Pay Governance has per-formed and is expected to perform in the future does not raise any conflict of interest.

THE ROLE OF EXECUTIVES

Our Chairman and CEO assists the Compensation/Succession Commit-tee in determining compensation for the NEOs other than himself. Tothat end, the Chairman and CEO assesses the performance of each of the other NEOs, both in terms of individual execution and with respect to the functions or business units they oversee. The Chairman and CEO also recommends to the Compensation/Succession Committee, but does not vote on, annual base salary adjustments, individual and group performance factors, and short- and long-term incentive award target levels for the other NEOs.

The company's Senior Vice President of Human Resources oversees all employee compensation with the oversight and direction of the Compensation/Succession Committee. The individual in that role pre-pares most of the materials for the Compensation/Succession Commit-tee meetings and provides analyses that assist the committee with its decisions, such as summaries of competitive market practices, summa-ries of the company's succession-planning actions, and reports regard-ing the company's performance. In addition, throughout the year, the Senior Vice President of Human Resources facilitates meetings with management to help the Compensation/Succession Committee gain a better understanding of company performance, and ensures that the committee receives a rigorous assessment of year-to-date perform-ance at each of its meetings. The company's executives leave meetings during discussions of individual compensation actions affecting them personally and during all executive sessions, unless requested to remain by the Compensation/Succession Committee.

Components of Executive Compensation

The company's executive compensation program is built on a structure that emphasizes both short- and long-term performance. We believe our salaries and performance-based annual cash incentive awards encourage and reward annual business results, while our LTI awards reward sustained performance, particularly when coupled with our stock ownership requirements.

When setting compensation levels, the Compensation/Succession Committee refers to data regarding compensation for comparable executives at large public companies with which ADM competes for executive talent. As described in greater detail below under the head-ing "Peer Group," the Compensation/Succession Committee chose a broad external market peer group in the S&P 100 Industrials in orderto capture a wide spectrum of compensation levels. In addition, the Compensation/Succession Committee considers company-wide internal equity when determining pay packages for the NEOs.

The following chart summarizes the direct compensation components and associated objectives of our fixed and performance-based pay for executives in 2020. Although the Compensation/Succession Committee has not adopted a policy for allocating the various elements of total direct compensation, the company places greater emphasis on variable pay for executives with more significant responsibilities because they have a greater capacity to affect the company's performance and results.

Components of Executive Compensation

Element and Form	Link to Stockholder Value	Key Characteristics
FIXED	Annual	Base Salary	Recognize an individual's role and responsibilities	Reviewed annually and set based on competitiveness versus the external market, individual performance, and internal equity
ANNUAL INCENTIVE AWARDS	Annual	Annual Cash Incentive	Achieve annual goals measured in terms of financial, strategic, and individual performance linked to creation of stockholder value	Adjusted EBITDA, Adjusted ROIC, Individual Performance Factor, Nutrition Adjusted Operating Profit Growth, Capital Efficiency, Portfolio Optimization, 1ADM Performance, Readiness Performance
LONG-TERM INCENTIVE AWARDS	Long-Term	Restricted Stock Units ("RSUs") 50%	Align NEOs' interests with stockholders' interests, retain executive talent, and promote stock ownership	RSUs are granted pursuant to the company's long-term equity plan and cliff vest on the third anniversary of the grant date
Performance Share Units ("PSUs") 50%	Align long-term performance with interests of stockholders and retain executive talent	Achievement of key drivers of company performance and stockholder value as evidenced by average Adjusted ROIC, average Nutrition Adjusted Operating Profit Growth, and relative total stockholder return (TSR)

SALARY

The Compensation/Succession Committee sets base salaries based on an executive's position, skills, performance, experience, tenure, and responsibilities. The Compensation/Succession Committee annually assesses the competitiveness of base salary levels relative to salaries within the marketplace for similar executive positions, typically using the market median as a starting point. When assessing any salary adjustments for executives, the Compensation/Succession Committee also considers factors such as changes in responsibilities and corre-sponding changes in competitive marketplace levels. None of the NEOs received base salary increases in 2020.

ANNUAL CASH INCENTIVE

We pay an annual cash incentive only if ADM meets specified perform-ance goals. The annual cash incentive program emphasizes company-wide performance objectives to encourage executives to focus on overall company success and leadership to generate the most value across the organization. Our assessment of company performance isdirectly tied to stockholder expectations: we require meaningful results for forward-looking metrics before any awards may be earned.

The 2020 annual cash incentive program was based on two key meas-ures of financial performance - adjusted EBITDA and adjusted ROIC - with final awards also reflecting the Compensation/Succession Committee's approval of performance results related to the five strategic company goals set forth in the table above, as well as individual performance. Cash incentive awards for 2020 were paid in the first quarter of 2021.

LTI AWARDS

Our long-term equity awards are based on company and market fac-tors, including relative total stockholder return and achievement of financial milestones. The LTI awards granted in 2020 are part performance-based and part time-based, with an equal mix of PSUs and RSUs, to ensure that NEOs' interests are aligned with the interests of our stockholders. LTI awards were granted to the NEOs in February 2020.

2020 Executive Compensation Decisions

INDIVIDUAL COMPENSATION DECISIONS

The following tables summarize compensation decisions made by the Compensation/Succession Committee with respect to each of the NEOs for 2020. Details regarding the specific compensation elements and related payouts follow the individual summaries.

The award values shown below for LTI grants represent the dollar amount of such awards, at target, as approved by the Compensation/Succession Committee. These amounts differ from the grant date fair values of such awards as shown in the Grants of Plan-Based Awards Table and the Summary Compensation Table due to the valuation methodology the Compensation/Succession Committee uses in making its decisions differing from the valuation methodology required by the SEC for the compensation tables.

MR. LUCIANO

Chairman, CEO and President

Base salary

Target annual cash incentive Actual annual cash incentive Long-term incentives

Significant accomplishments:

Unchanged at $1,400,004 200% of base salary, or $2,800,000 $4,507,300 or approximately 322% of base salary $15,000,000, divided equally between PSUs and RSUs

• Executed key elements of our strategy, including Readiness efforts focused on continued process improvements across the organization, including significant progress with 1ADM.
• Optimized the organizational structure to drive effectiveness, customer experience, and operational excellence.
• Delivered strong financial results in the face of extraordinary challenges, all while maintaining a safe working environment with strong busi-ness continuity.
• Advanced our Corporate Responsibility and Sustainability efforts, including the launch of Strive 35, an ambitious plan to reduce greenhouse gas emissions, energy, water, and waste by 2035.

MR. YOUNG

Executive Vice President and CFO

Base salary

Target annual cash incentive Actual annual cash incentive Long-term incentives

Significant accomplishments:

Unchanged at $850,008 132% of base salary, or $1,125,000 $1,754,719 or approximately 206% of base salary $5,500,000, divided equally between PSUs and RSUs

• Drove enterprise earnings algorithm and performance reviews to help deliver strong financial results.
• Fortified liquidity and balance sheet in environment of credit market disruptions in the first half of the year and rising commodity prices in the back half of the year.
• Managed controllable corporate costs effectively, including reductions in net interest expense and subsidiary capital structure net funding costs.
• Exceeded the targets for Corporate Enterprise and G&A Readiness workstreams, and helped advance key enabling Readiness projects that improve business processes.

MR. MACCIOCCHI

Senior Vice President, President, Nutrition, and Chief Sales and Marketing Officer

Base salary

Target annual cash incentive Actual annual cash incentive Long-term incentives

Significant accomplishments:

Unchanged at $675,000 100% of base salary, or $675,000 $1,086,581 or approximately 161% of base salary $4,000,000, divided equally between PSUs and RSUs

• Grew full-year Nutrition operating profits by 37% over 2019, while growing Nutrition revenue 5 percent on a constant currency basis2 and continuing to expand EBITDA margins.
• Exceeded synergy targets related to our Neovia acquisition and delivered them ahead of schedule.
• Continued to harvest recent investments to deliver accretion and returns, to lead in consumer growth trend areas, and to partner with cus-tomers to bring innovative new products and solutions to market in 2020.
• Enhanced our specialty protein capabilities with the launch of PlantPlus Foods joint venture.

MR. MORRIS

Senior Vice President and President, Agricultural Services and Oilseeds

Base salary

Target annual cash incentive Actual annual cash incentive Long-term incentives

Significant accomplishments:

Unchanged at $675,000 100% of base salary, or $675,000 $1,086,581 or approximately 161% of base salary $4,000,000, divided equally between PSUs and RSUs

• Achieved highest operating profit for the new combined segment in 12 years, second best ever recorded in ADM history.
• Achieved record volumes of Oilseeds processed.
• Delivered exceptional risk management in a year of significant market volatility.
• Advanced progress in strategic initiatives including Precision EVA, which delivered more than $300 million in capital reduction benefits.

MR. TAETS

Senior Vice President and President, Global Business Readiness and Procurement

Base salary

Target annual cash incentive Actual annual cash incentive Long-term incentives

Significant accomplishments:

Unchanged at $700,008 100% of base salary, or $700,000 $1,091,825 or approximately 156% of base salary $3,650,000, divided equally between PSUs and RSUs

• Continued to drive company's Readiness transformation, spearheading cost, improvement and enabling projects.
• Surpassed our 2020 Readiness stretch goal of more than $1.3 billion of net run rate benefits.
• Continued global realignment and centralization of Procurement function, leading the group to its best overall savings results.
• As executive Quality Champion, drove strategy and actions that resulted in overall global quality improvements.

2 Revenue on a constant currency basis is a financial measure that has not been calculated in accordance with generally accepted accounting principles ("GAAP"). Annex A to this Proxy Statement offers a more detailed definition of this term, a reconciliation to the most directly comparable GAAP financial measure, and related disclosure about the use of this non-GAAP financial measure.

CHANGES TO 2020 INCENTIVE COMPENSATION PLANS

The Compensation/Succession Committee made changes to the short-term and long-term incentive compensation plans for performance periods beginning in 2020. Some of these changes were designed to emphasize our focus to significantly grow the Nutrition segment of our business. Other changes were made to simplify our incentive plans.

Changes to the 2020 annual cash incentive bonus included eliminating the separate calculation for bonus pool funding and providing that the company portion of the payout is based on results for adjusted EBITDA, five strategic goals, and adjusted ROIC. Payout opportunities mirror the past three years with slightly lower rewards for strategic goals.

Changes to the 2020 PSU awards included increasing the adjusted ROIC metric to 50%, introducing a new 50% metric of adjusted operating profit growth in the Nutrition segment, and using relative TSR modifier as a +/- 10%.

The Committee may consider the effects of a global pandemic and other economic and environmental pressures negatively impacting results.

2020 ANNUAL CASH INCENTIVES

The annual cash incentive program aligns rewards with business results measured against specific strategic goals. At the start of each fiscal year, the Compensation/Succession Committee approves target annual cash incentive levels, expressed as a percentage of salary, for each NEO. Actual awards paid are based on both company performance (75% weight) and individual performance (25% weight).

COMPANY PERFORMANCE COMPONENTS

Company performance payout is determined by ADM's adjusted EBITDA, our results on a set of strategic initiatives, and our adjusted return on invested capital (ROIC).3

Adjusted EBITDA

As a threshold matter, adjusted EBITDA must exceed $2.0 billion for payout to occur. If adjusted EBITDA for 2020 had been less than $2.0 billion, ADM would not have paid any annual incentives to the NEOs. If adjusted EBITDA for 2020 had been between $2.0 billion and $3.013 billion, the Compensation/Succession Committee would have had discretion to determine whether any payouts under the annual incentive plan would occur, and if so, the amounts of such payouts.

If adjusted EBITDA for 2020 was above $3.013 billion, then an initial payout opportunity amount would be determined based on actual adjusted EBITDA results. The adjusted EBITDA goals and associated payout opportunity levels are shown below. Payout opportunity levels are interpolated for results that fall between specific goal amounts.

Adjusted EBITDA Achieved	Payout Opportunity
$4.078B & Above (+15% Above Plan)	200%
$3.901B (+10% Above Plan)	165%
$3.723B (+5% Above Plan)	130%
$3.546B (Plan Adjusted EBITDA)	100%
$3.369B (-5% Below Plan)	75%
$3.191B (-10% Below Plan)	55%
$3.014B (-15% Below Plan)	40%

3 Adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization, adjusted to exclude the impact of certain items) and Adjusted ROIC (return on invested capital, adjusted to exclude the impact of certain items) are financial measures that have not been calculated in accordance with generally accepted accounting principles ("GAAP"), and are referred to as non-GAAP financial measures. Annex A to this Proxy Statement provides more detailed definitions of these terms, a reconciliation of each to the most directly comparable GAAP financial measure, and related disclosures about the use of these non-GAAP financial measures.

Strategic Initiatives

Under the company performance component of our 2020 annual cash incentive program, the initial payout amount determined by actual adjusted EBITDA results as described above could be adjusted upward based on the company's achievements of five equally-weighted strategic goals, each adding 7% to the initial payout amount if achieved:

Nutrition Adjusted Operating Profit Growth. ADM must realize an increase of 20% in year-on-year adjusted operating profit of the Nutrition reporting segment.

Capital Efficiency. ADM must unlock $300 million of capital through monetization.

Portfolio Optimization. 50% of this goal is focused on achieving Neovia business synergies of €50 million and the other 50% of this goal is focused on the successful sale or spin-off of our ethanol dry mills.

1ADM. ADM must achieve successful deployment of four applications.

Readiness. Readiness, which is a program that helps drive continuous improvement in our company particularly in execution, must achieve its bankable plan of $1.8 billion of gross benefits.

Adjusted ROIC Multiplier

ROIC measures how effectively we are using invested capital.

As the last step in the company performance payout component of our 2020 annual cash incentive program, actual adjusted ROIC for 2020 is compared against the 7.0% adjusted ROIC target that was set for 2020, which represents the Company's long term weighted average cost of capi-tal. The result of that comparison leads to a multiplier of +/- 10%. In essence, the multiplier boosts the payout potential in years that our adjusted ROIC exceeds our target, and reduces the payout potential if adjusted ROIC falls below target expectations.

The adjusted ROIC multiplier is determined as follows:

Adjusted ROIC Achieved	Multiplier*	Effect of multiplier on payout
8.0%	1.1	10% increase
7.0% (Target)	1.0	No change
6.0%	.9	10% decrease

* For Adjusted ROIC results between specific goals, the multiplier will be determined by linear interpolation.

2020 Company Performance Payout Component Calculation

The committee did not exercise its discretion to adjust any of the company performance results for the impacts of the COVID-19 pandemic. For 2020, ADM attained the results shown below, leading to a company performance payout of 161.3% of target.

Our 2020 Adjusted EBITDA of $3.660 billion represented 119.3% of our goal.

Threshold 40% PayoutTarget 100% Payout

Maximum 200% Payout

119.3%
$3.	660B

$3.014B

$3.546B

$4.078B

In addition, 31.5% was added to the company performance portion of the payout as a result of the achievement of the strategic goals at the follow-ing levels:

1. Achieving a >20% year-over-year increase in Nutrition adjusted operating profit. (+7%)
2. Unlocking more than $300 million of capital. (+7%)
3. Capturing more than €50 million in Neovia business synergies. (+3.5%). The other 50% of this goal involved monetizing of our ethanol dry mills as part of our portfolio optimization efforts through the sale or spin-off of our ethanol dry mills. As this effort was not completed in
2020, the remaining +3.5% potential credit for this goal was not achieved.
4. Deploying four 1ADM applications during the calendar year. (+7%)
5. Surpassing our Readiness bankable plan of $1.8 billion in gross run-rate benefits. (+7%)

Further, Adjusted ROIC for 2020 was 7.7%, resulting in a multiplier of 1.07.

Maximum

0.9 Mul plier

1.0 Mul plier

1.1 Mul plier

6.0%

7.0%

8.0%

Total company portion of annual cash bonus payout:

INDIVIDUAL PERFORMANCE COMPONENTS

Individual performance determines 25% of the annual cash bonus.

Our leaders are responsible for driving performance company-wide; their respective individual performance ratings are a result of their perform-ance against goals for the year, including goals for the business units they run. The target individual performance percentage is 25%. For any NEO, however, the Compensation/Succession Committee has discretion to adjust this target percentage by +/- 5% increments based on the committee's assessment of the NEO's performance and contribution to the company's success. As a result, individual payouts can range from 0% to 50%.

Based on business results in 2020, and the individual achievements summarized above under "Individual Compensation Decisions," the Compensa-tion/Succession Committee elected to award the following individual performance percentages to the NEOs:

Mr. Luciano	40%
Mr. Young	35%
Mr. Macciocchi	40%
Mr. Morris	40%
Mr. Taets	35%

The Compensation/Succession Committee considered the full board's assessment of the Chairman and CEO's performance and full company per-formance when approving Mr. Luciano's individual performance percentage.

CALCULATION OF AWARD AMOUNTS

The formula used to calculate an annual cash incentive payout for the NEOs can be expressed as follows:

161.3%Company Performance

75% Weigh ngIndividual Performance PayoutCompany Payout

Individual Payout

Payout

THE RESULTING ANNUAL CASH INCENTIVE FOR EACH NEO

Based on the determination of the company and individual performance factors as described above, the NEOs received the payouts set forth below.

Executive	Target Cash Incentive Opportunity (% of Salary)	Target Cash Incentive Opportunity ($)	Cash Bonus Payout Percentage	Actual FY2020 Cash Award
J. R. Luciano	200%	$2,800,000	160.975%	$4,507,300
R. G. Young	132%	$1,125,000	155.975%	$1,754,719
V. F. Macciocchi	100%	$675,000	160.975%	$1,086,581
G. A. Morris	100%	$675,000	160.975%	$1,086,581
J. D. Taets	100%	$700,000	155.975%	$1,091,825

EQUITY-BASED LONG-TERM INCENTIVES

ADM's LTI program aligns the interests of executives with those of our stockholders by rewarding the creation of long-term stockholder value, supporting stock ownership, and motivating retention of our senior executives. Our performance-based LTI awards are based on the results of forward-looking metrics measured over a three-year performance period. In 2020, we divided LTI awards equally between performance share units (PSUs) and restricted stock units (RSUs) with three-year cliff vesting. We believe this forward-looking LTI program aligns our equity compensation with market practice and strengthens our executives' focus on growth and future value creation for stockholders.

The February 2020 grants in the target amounts approved by the Compensation/Succession Committee are shown below. The 2020 grants reflect the Compensation/Succession Committee's decision to provide a one-time increase in the target award amounts for retention purposes, which will be re-evaluated each year.

The listed values represent the dollar amount of such awards, at target, as approved by the Compensation/Succession Committee. These amounts differ from the grant date fair values of such awards as shown in the Grants of Plan-Based Awards Table and the Summary Compensation Table due to the valuation methodology the Compensation/Succession Committee uses in making its decisions differing from the valuation methodology required by the SEC for the compensation tables.

Executive	Target Equity Award
J. R. Luciano	$15,000,000
R. G. Young	$5,500,000
V. F. Macciocchi	$4,000,000
G. A. Morris	$4,000,000
J. D. Taets	$3,650,000

The terms of these equity awards are described below.

PSU VESTING

The 2020 PSUs will vest in three years upon the Compensation/Succession Committee's determination of the company's achievements, if any, against certain performance goals over a three-year performance period (2020-2022). Payouts can range from 0% to 200%, and the value of those payouts will depend upon the price of ADM's common stock at the end of the performance period. Vested PSUs will be settled in shares of ADM common stock.

PSU PERFORMANCE METRICS

The performance metrics for the 2020 PSU awards are:

• Average adjusted ROIC over the three-year performance period,4
• Average Nutrition adjusted Operating Profit ("OP") Growth over the three-year performance period, and
• Relative TSR as compared to a defined peer group over the three-year performance period.

ROIC appears as a metric in both our short- and long-term incentive compensation plans, but it serves different purposes and has different weights in the two plans. One-year adjusted ROIC in our annual cash incentive plan demonstrates our short-term performance, while three-year average adjusted ROIC in the PSU award better reflects long-term results with an emphasis on growth and consistent return of our capital investments over time.

The defined peer group against which TSR is compared is more focused for the 2020 PSU awards than it was in prior years. This more focused peer group includes: Symrise AG, International Flavors & Fragrances, Inc., Olam International Limited, Bunge Limited, Ingredion Incorporated, The Andersons, Inc., and Green Plains Inc.

4 "Adjusted ROIC" for the performance period means the average of the annual percentage obtained by dividing the Adjusted ROIC Earnings for each fiscal year during the Performance Period by Adjusted Invested Capital for the same fiscal year. For this purpose, Adjusted Invested Capital is the average of quarter-end amounts for the trailing four quarters, with each such quarter-end amount being equal to the sum of ADM's stockholders' equity (excluding non-controlling interests), interest-bearing liabilities, the after-tax effect of the LIFO reserve, and other specified adjustments as determined by the Compensation/Succession Committee to be appropriate.

The goals and associated payouts for these metrics are shown below. If results for average adjusted ROIC and average Nutrition adjusted OP Growth fall between specific goals, the associated payout will be determined by linear interpolation.

Performance metric	Weighting	No payout	50% payout	100% payout	150% payout	175% payout	200% payout
Average Adjusted ROIC	50%	Below 5.75%	6.5%	7.0%	7.5%	8.0%	9.0% or above
Average Nutrition Adjusted OP Growth	50%	Below 6% Growth	8% Growth	10% Growth	15% Growth	n/a	20% Growth
Relative TSR Modifier	+/- 10%	Based on ranking that compares ADM's 3-year TSR against defined peer group 1st Rank - 1.1 Modifier 2nd Rank - 1.067 Modifier 3rd Rank - 1.033 Modifier 4th & 5th Rank - 1.0 Modifier 6th Rank - 0.967 Modifier 7th Rank - 0.933 Modifier 8th Rank - 0.9 Modifier

In establishing and measuring achievements against the goals shown above, the Compensation/Succession Committee retains discretion to make changes to reflect "material portfolio adjustments," which are events that are unusual and infrequent, like significant acquisitions and divestitures. Absolute negative stock price will cap the modifier at 1.0, which equals to no change in payout.

RSU VESTING

Except in cases that trigger accelerated vesting (described below), RSUs vest three years after the grant date so long as the recipient is still employed by the company. During the vesting period, participants are paid dividend equivalents on their unvested RSUs. Vested RSUs will be set-tled in shares of ADM common stock.

CONDITIONS LEADING TO ACCELERATED VESTING

RSUs and PSUs will continue to vest as scheduled if an executive leaves the company because of disability or retirement (at age 55 or older with 10 or more years of service, or 65 years of age). Upon the death of an executive, the executive's RSUs will vest immediately and the executive's PSUs will vest immediately at the target level. A detailed description of change in control provisions that may lead to accelerated vesting appears under the header "Employment Agreements, Severance, and Change in Control Benefits" below.

EQUITY AWARDS GRANTED IN 2018 WITH A PERFORMANCE PERIOD THAT ENDED IN 2020

In 2018, ADM granted PSUs to our then-NEOs with a three-year performance period (2018-2020). The 2018 PSUs provided that if our cumulative adjusted EBITDA for the performance period was less than $7.0 billion, no PSUs would be earned or vest. ADM's cumulative adjusted EBITDA for 2018-2020 was $10.680 billion, and therefore, the threshold requirement was met.

The performance metrics for the 2018 PSU awards were:

• Relative TSR performance as compared to the companies in the S&P 100 Industrials Index over the three-year performance period,
• Average adjusted ROIC over the three-year performance period, and
• Cumulative adjusted EBITDA over the three-year performance period.

The weighting, goals, and associated payout factors for these metrics are shown below. For average adjusted ROIC and cumulative adjusted EBITDA, if results were to fall between specific goals, the associated payout would be determined by linear interpolation.

Performance metric	Weighting	No payout	50% payout	75% payout	100% payout	150% payout	175% payout	200% payout
Relative TSR	25%	Below 30th percentile	30th percentile	Between 30th percentile and median	Median	Between median and top quartile	n/a	Top quartile
Adjusted ROIC	25%	Below 6.5%	6.5%	n/a	7.0%	7.5%	8.0%	8.5% and above
Adjusted EBITDA	50%	Below $8.0 billion	$8.0 billion	n/a	$9.45 billion	$9.925 billion	n/a	$10.5 billion

On February 3, 2021, the Compensation/Succession Committee determined the degree to which the performance metrics under the 2018 PSUs were attained, and the resulting payout level relative to the target amount for each metric. For the performance period of 2018-2020:

• Relative TSR was at the 62nd percentile, falling between median and top quartile, and therefore the resulting payout factor relative to the target amount for that metric was 150%,
• Average adjusted ROIC was 7.7%, and therefore the resulting payout factor was 160%, and
• Cumulative adjusted EBITDA was $10.680 billion, and therefore the resulting payout factor relative to the target amount for that metric was 200%.5

The weightings applicable to each of the metrics were then applied to the percentage payout level for each metric, resulting in a weighted payout percentage of 177.5% of the target number of PSUs. Based on these determinations, the Compensation/Succession Committee approved the fol-lowing number of PSUs earned for each NEO pursuant to the 2018 PSUs:

Executive	Target Number of 2018 PSUs	Actual Number of 2018 PSUs Earned
J. R. Luciano	152,440	270,581
R. G. Young	51,449	91,322
V. F. Macciocchi	33,029	58,627
G. A. Morris	35,570	63,137
J. D. Taets	35,570	63,137

All of the earned PSUs shown in the table above vested on February 15, 2021.

5 Adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization, adjusted to exclude the impact of certain items) and Adjusted ROIC (return on invested capital, adjusted to exclude the impact of certain items) are financial measures that have not been calculated in accordance with generally accepted accounting principles ("GAAP"), and are referred to as non-GAAP financial measures. Annex A to this Proxy Statement provides more detailed definitions of these terms, a reconciliation of each to the most directly comparable GAAP financial measure, and related disclosures about the use of these non-GAAP financial measures.

Peer Group

The Compensation/Succession Committee utilizes the S&P 100 Industrial Index as a peer group to evaluate whether executive officer pay levels are aligned with performance on a relative basis and to assess relative total stockholder return for the PSUs granted prior to 2020. We believe the large peer group is relevant for ADM because we compete for talent and investments across a wide range of industries. Moreover, our diverse business encompasses aspects of several industries; we do not have a direct competitor - in terms of size, focus or business mix - in the public markets. As a result, the Compensation/Succession Committee believes it is appropriate to consider a broad spectrum of compensation levels and invest-ment returns to arrive at our NEO compensation.

Company Name	Company Name
3M Company	International Business Machines Corporation
Abbott Laboratories	Johnson & Johnson
AbbVie Inc.	JPMorgan Chase & Co.
Accenture plc	Linde plc
Alphabet Inc.	Lockheed Martin Corporation
Amazon.com, Inc.	Lowe's Companies, Inc.
American Airlines Group Inc.	LyondellBasell Industries N.V.
American Express Company	Marathon Petroleum Corporation
American International Group, Inc.	McKesson Corporation
AmerisourceBergen Corporation	Medtronic plc
Amgen, Inc.	Merck & Co., Inc.
Anthem, Inc.	MetLife, Inc.
Apple Inc.	Microsoft Corporation
Archer-Daniels-Midland Company	Mondelez International, Inc.
AT&T Inc.	Morgan Stanley
Bank of America Corporation	NIKE, Inc.
Berkshire Hathaway Inc.	Northrop Grumman Corporation
Best Buy Co., Inc.	Oracle Corporation
Bristol Myers Squibb Company	Pepsico, Inc.
Cardinal Health, Inc.	Pfizer Inc.
Caterpillar Inc.	Philip Morris International Inc.
Centene Corporation	Phillips 66
Charter Communications, Inc.	Prudential Financial, Inc.
Chevron Corporation	Raytheon Company
Chubb Limited	Schlumberger Limited
Cigna Corporation	Sysco Corporation
Cisco Systems, Inc.	T-Mobile US, Inc
Citigroup Inc.	Target Corporation
Comcast Corporation	The Allstate Corporation
Costco Wholesale Corporation	The Boeing Company
CVS Health Corporation	The Coca-Cola Company
Deere & Company	The Goldman Sachs Group, Inc.
Delta Air Lines, Inc.	The Home Depot, Inc.
Dollar General Corporation	The Kraft Heinz Company
Dollar Tree, Inc.	The Kroger Co.
Dow, Inc	The Procter & Gamble Company
Exelon Corporation	The Progressive Corporation
Exxon Mobil Corporation	The TJX Companies, Inc.
Facebook, Inc.	The Travelers Companies, Inc.
FedEx Corporation	The Walt Disney Company
Ford Motor Company	Thermo Fisher Scientific Inc.
General Dynamics Corporation	Tyson Foods, Inc.
General Electric Company	United Parcel Service, Inc.
General Motors Company	UnitedHealth Group Incorporated
HCA Healthcare, Inc.	Valero Energy Corporation
Hewlett Packard Enterprise Company	Verizon Communications Inc.
Honeywell International Inc.	ViacomCBS Inc.
HP Inc.	Walgreens Boots Alliance, Inc.
Humana Inc.	Wal-Mart, Inc.
Intel Corporation	Wells Fargo & Company

Benefits

In addition to the direct elements of pay described above, ADM offers benefits to our NEOs to provide for basic health, welfare, and income secu-rity needs and to ensure that our compensation packages are competitive. With few exceptions, such as supplemental benefits provided to employees whose benefits under broad-based plans are limited under applicable tax laws, our policy is to offer the same benefits to all U.S. salaried employees as are offered to the NEOs.

Retirement Program	Eligibility	Description
401(k) and ESOP	All salaried employees	Qualified defined contribution plan where employees may defer up to 75% of eligible pay, or up to $19,500 for 2020. The company provides a 1% non-elective employer contribution and a match of 4% on the first 6% contributed by an employee. The employee contribution can be made pre-tax (401(k)) or after-tax (Roth 401(k)). Employees also may defer traditional after-tax contributions into the plan for a total $57,000 savings opportunity including all contribution types (pre-tax, Roth, and after tax) plus any ADM matching and 1% non-elective contributions. Employees who are 50 years of age or older can elect to make additional contributions of up to $6,500 for 2020.
ADM Retirement Plan	All salaried employees	Newly-hired eligible employees and those who had less than 5 years of service as of January 1, 2009, participate in a qualified cash balance pension formula where the benefit is based on an accrual of benefit at a stated percentage of the participant's base compensation each year. Those employees who had 5 or more years of service as of January 1, 2009, participate in a qualified traditional defined benefit formula where the benefit is based on number of years of service and final average earnings. (Final average earnings is the average of monthly compensation over a 60 consecutive month period within the employee's last 180-month period of employment that produces the highest average.) Effective January 1, 2022, participants in the traditional defined benefit pension will begin to accrue benefits under the cash balance pension formula.
Deferred Compensation Plan	Employees with salaries above $175,000	Eligible participants may defer up to 75% of their annual base salary and up to 100% of their annual cash incentive until designated future dates. Earning credits are added to the deferred compensation account balances based upon hypothetical investment elections available under these plans and chosen by the participant. These hypothetical investment options correspond with the investment options (other than company common stock) available under the 401(k) and ESOP.
Supplemental Retirement Plan	Employees whose retirement benefit is limited by applicable IRS limits	Non-qualified deferred compensation plan that ensures participants in the Retirement Plan receive the same retirement benefit they would have received if not for certain limitations under applicable tax law.

Healthcare and Other Benefits. NEOs receive the same healthcare benefits as other employees, except that we provide executive physicals and related services to our senior executives who serve on the Executive Council. We provide a benefits package for employees (including NEOs) and their dependents, portions of which may be paid for by the employee. Benefits include life, accidental death and dismemberment, health (including prescription drug), dental, vision, and disability insurance; dependent and healthcare reimbursement accounts; tuition reimbursement; paid time off; holidays; and a matching gifts program for charitable contributions.

Perquisites. Consistent with our pay-for-performance philosophy, we limit executive perquisites. Any NEO who receives a perquisite is individually responsible for any associated taxes.

The Compensation/Succession Committee allows our Chairman and CEO to have access to Company chartered aircraft for personal use for security and efficiency reasons. See the notes to the Summary Compensation Table for a description of other perquisites provided to the NEOs.

Compensation Policies and Governance

EXECUTIVE STOCK OWNERSHIP

The Board of Directors believes it is important for each member of senior management to maintain a significant ownership position in shares of ADM's common stock to further align their interests with the interests of our stockholders. Accordingly, we require each member of senior management to own shares of common stock with a fair market value ranging from one to six times the individual's base salary. Executives may not sell any company securities until the applicable guideline is met. As shown below, each of our NEOs exceeds the applicable ownership guideline by a significant margin.

Executive	Ownership Guideline as a Multiple of Salary	Actual Ownership as of March 15, 2021
J. R. Luciano	6.0x	51.7x
R. G. Young	3.0x	32.5x
V. F. Macciocchi	3.0x	16.7x
G. A. Morris	3.0x	18.0x
J. D. Taets	3.0x	19.8x

TIMING OF GRANTS

The Compensation/Succession Committee approves all equity awards to NEOs at a meeting during the first quarter of each fiscal year, and awards are issued promptly thereafter. There is no attempt to time these grants in relation to the release of material, non-public information. Under the 2009 Incentive Compensation Plan and the 2020 Incentive Compensation Plan, fair market value is the closing market price of ADM's common stock on the last trading day prior to the date of grant. In addition to annual awards, NEOs may receive awards when they join the company or change their job status, includ-ing promotions.

CLAWBACK PROVISIONS

We include clawback provisions in the company's long-term incentive award agreements that provide us with the ability to recover this compensation for a broad range of reasons. Specifically, this policy provides for the recoupment of any cash or equity incentive awards made to NEOs and certain other members of senior management for a period of three years from the vesting date in the event of a financial restatement or ethical misconduct. In addition, our equity awards incorporate post-vesting non-competition and non-solicitation restrictions. Any violation of these provisions could be cause for the company to initiate a clawback proceeding. Our aggressive approach to recoupment of long-term incentive compensation reflects the company's commitment to protecting stockholder value.

PROHIBITION ON INSIDER TRADING AND HEDGING

Pursuant to ADM's Insider Trading Policy, employees and directors may not engage in short selling, speculative trading, or hedging transactions involving the company's stock, including writing or trading in options, warrants, puts and calls, prepaid variable forward contracts, or equity swaps or collars; or enter into other transactions that are designed to hedge or offset decreases in the price of the company's securities. In addition, directors and those officers and employees who have been notified by the Law Department that they are subject to the require-ments of Section 16 of the Exchange Act are prohibited from pledging company securities as collateral, and any other employee wishing to enter into such an arrangement must first consult with, and comply with the directions of, the Law Department.

Our Insider Trading Policy also provides that all transactions in ADM securities by directors, NEOs, and certain other officers and employees must be pre-cleared by the Law Department.

SECTION 162(M) OF THE INTERNAL REVENUE CODE EFFECTS ON THE COMPANY

Section 162(m) of the Internal Revenue Code precludes the company from taking a federal income tax deduction for compensation paid in excess of $1 million to our "covered employees" as defined under Sec-tion 162(m).

Employment Agreements, Severance, and Change in Control Benefits

Although a previous exception to this limit for "performance-based" compensation has since been eliminated, the Compensation/Succession Committee continues to believe that a significant portion of our execu-tives' compensation should be tied to the company's performance and that stockholder interests are best served if its discretion and flexibility in structuring and awarding compensation is not restricted. The Com-pensation/Succession Committee also believes that the amount of any expected loss of a tax deduction under Section 162(m) will be insignif-icant to the company's overall tax position. Therefore, the changes to Section 162(m) have not significantly impacted the design of our execu-tive compensation program.

EVALUATION OF RISK IN OUR COMPENSATION PROGRAMS

On an ongoing basis, the Compensation/Succession Committee, with input from management, assesses potential risks associated with compensation decisions and discusses them with our board of directors if warranted. To date, we have not identified any incentive compensa-tion features that encourage inappropriate risk-taking. To ensure we are considering all possibilities objectively, we engage an outside con-sultant every other year to review the company's programs and independently assess the risk in them.

In 2019, the company engaged an outside consultant, The Korn Ferry Hay Group ("Hay"), to assist the Compensation/Succession Committee in evaluating the risk in our compensation programs. As part of its independent assessment, Hay reviewed all of the company's incentivecompensation programs and determined that none encourages inappropriate risk-taking or the manipulation of earnings. The detailed findings of this review were discussed with management and presented to the Compensation/Succession Committee in November 2019.

Another independent review of the company's incentive programs will be conducted during 2021 and reported to the Compensation/ Succession Committee.

LIABILITIES ASSOCIATED WITH RETIREMENT PROGRAMS

The Compensation/Succession Committee is mindful that our non-qualified deferred compensation and supplemental retirement plans create financial statement liabilities. We generally do not set amounts aside in a "rabbi" trust for the benefit of participants in these plans. However, the deferred compensation plans have "rabbi" trust funding triggers in the event of a change in control of the company. These triggers provide some measure of assurance to employees that amounts they have chosen to defer from their current compensation will be held for their benefit, although still subject to creditor claims as required under the applicable tax law.

The company is required to fund its qualified pension plans in a manner consistent with the minimum funding requirements of the Internal Revenue Code and the Employee Retirement Income Security Act. His-torically, the company has made contributions in excess of the mini-mum to maintain plans at or near a full funding level relative to the accrued benefit obligation.

Employment Agreements, Severance, and Change in Control Benefits

NO EMPLOYMENT CONTRACTS

None of our NEOs has an employment contract or separation agree-ment. Consistent with our approach of rewarding performance, employment is not guaranteed, and either ADM or any NEO may terminate the employment relationship at any time.

ADM maintains a severance program that serves as a guideline for severance benefits that may be provided to various levels of employ-ees, including the NEOs, upon termination of their employment without cause, but the program does not give anyone a contractual right to receive any severance benefits. The Compensation/Succession Commit-tee generally requires a terminated employee to enter into a non-competition and/or non-solicitation agreement in exchange for receiving severance.

CHANGE IN CONTROL PROVISIONS

Upon a change in control of the company, NEOs may receive certain protections related to their LTI awards (as described below), and other compensation detailed in the sections titled "Pension Benefits," "Nonqualified Deferred Compensation," and "Termination of Employ-ment and Change in Control Arrangements." NEOs are not eligible to receive any other cash severance, continued health and welfare bene-fits, tax gross ups, or other change in control benefits.

Our incentive compensation plans provide non-employee directors and all employees, including executive officers, change in control pro-tections for their LTI awards. For awards granted in 2017 and later, if a change in control occurs with respect to the company, the RSUs held by executive officers generally will vest immediately, and the PSUs will vest on a modified pro rata basis, if the equity award is not assumed or

Employment Agreements, Severance, and Change in Control Benefits

replaced. The same accelerated vesting provisions will apply if an award is assumed or replaced, but the executive officer's employment is terminated for reasons other than for cause or good reason within 24 months of the change in control (referred to as "double-trigger" vesting). We adopted double-trigger accelerated vesting to provide our executives with some assurance that they will not be disadvantagedwith respect to their equity awards in the event of a change in control of the company. This assurance increases the value of these awards to the executives (which in turn enhances retention) and makes it easier for our executives to focus on the potential benefits of a change in control for our stockholders without conflicting concerns about their own financial situations.

COMPENSATION/SUCCESSION COMMITTEE REPORT

The Compensation/Succession Committee has reviewed and discussed the Compensation Discussion and Analysis with management. Based upon this review and discussion, the Compensation/Succession Committee recommended to the Board of Directors that the Compensation Discussion and Analysis be included in this proxy state-ment.

K. R. Westbrook, Chair M. S. Burke

S. F. Harrison L. Z. Schlitz

COMPENSATION/SUCCESSION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

None of the members of the Compensation/Succession Committee is or has been an employee of the company or any of the company's sub-sidiaries. There are no interlocking relationships between the company and other entities that might affect the determination of the compensation of the company's executive officers.

Executive Compensation

SUMMARY COMPENSATION TABLE

The following table summarizes the compensation for the fiscal years noted in the table of our named executive officers.

Name and Principal Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)(1)	Option Awards ($)(2)	Non-Equity Incentive Plan Compensation ($)(3)	Change in Pension Value and Nonqualified Deferred Compensation Earnings ($)(4)	All Other Compensation ($)(5)	Total ($)
J. R. LUCIANO Chairman, CEO and President	2020 2019 2018	1,400,004 1,383,338 1,300,008	- - -	15,940,148 13,641,916 13,204,353	- - -	4,507,300 2,898,000 5,020,600	112,853 93,298 33,918	34,128 123,869 78,655	21,994,433 18,140,421 19,637,534
R. G. YOUNG Executive Vice President and CFO	2020 2019 2018	850,008 845,848 825,048	- -	5,844,739 4,722,182 4,456,512	- - -	1,754,719 1,164,375 2,172,375	74,554 61,783 19,233	24,734 30,879 24,204	8,548,754 6,825,067 7,497,372
V. F. MACCIOCCHI Senior Vice President, President, Nutrition, and Chief Sales and Marketing Officer(6)	2020 2019	675,000 669,168	- -	4,250,761 2,938,269	- -	1,086,581 664,875	43,181 29,335	78,051 23,071	6,133,574 4,324,718
G. A. MORRIS Senior Vice President and President, Ag Services and Oilseeds	2020 2019 2018	675,000 670,834 650,004	- - -	4,250,761 2,938,269 3,081,073	- - -	1,086,581 664,875 1,255,150	730,151 818,206 27,574	21,840 26,145 21,082	6,764,333 5,118,329 5,034,883
J. D. TAETS Senior Vice President and President, Global Business Readiness and Procurement	2020	700,008	-	3,878,766	-	1,091,825	746,347	23,258	6,440,204
2019	700,008	-	2,938,269	-	794,500	857,911	25,274	5,315,962
2018	700,008	-	3,081,073	-	1,351,700	(194,918)	1,654,244	6,592,107

(1) Stock awards in 2020 consisted of RSU awards and PSU awards. The amounts reported in this column represent the aggregate grant date fair value of the RSU awards for fiscal years 2020, 2019, and 2018 and of the target level of the PSU awards for fiscal years 2019 and 2020. We calculated these amounts in accordance with the provisions of FASB ASC Topic 718 utilizing the assumptions discussed in Note 11 to our financial statements for the fiscal years ended December 31, 2020, December 31, 2019, and December 31, 2018. The grant date fair value of the 2020 RSUs and the grant date fair value of the 2020 PSUs if target performance and maximum performance is achieved are as follows:

PSUsName RSUs Target Maximum
J. R. Luciano	$7,970,074	$7,970,074	$15,940,148
R. G. Young	$2,922,370	$2,922,370	$5,844,739
V. F. Macciocchi	$2,125,380	$2,125,380	$4,250,761
G. A. Morris	$2,125,380	$2,125,380	$4,250,761
J. D. Taets	$1,939,383	$1,939,383	$3,878,766

(2) No options were issued in 2018, 2019 or 2020.
(3) The amounts reported in this column represent amounts earned under our annual incentive plan during each of the respective fiscal periods shown. In each case, the amounts were paid shortly after the close of the applicable fiscal period.

(4) The amounts reported in this column for 2020 represents the aggregate change in actuarial present value of each NEO's accumulated benefit under all defined benefit and actuarial pension plans from December 31, 2019 to December 31, 2020, using the same assumptions used for financial reporting purposes except that retirement age is assumed to be the normal retirement age (65) specified in the plans. No NEO received above market or preferential earnings on deferred compensation. To derive the change in pension value for financial reporting purposes, the assumptions used to value pension liabilities on December 31, 2020 were an interest rate of 2.84% for the ADM Retirement Plan, an interest rate of 2.47% for the ADM Supplemental Retirement Plan, and mortality was determined using the PRI-2012 mortality table, with a white collar adjustment, projected generationally using Scale MP-2020. The assumptions used to value pension liabilities on December 31, 2019 were an interest rate of 3.44% for the ADM Retirement Plan, an interest rate of 3.19% for the ADM Supplemental Retirement Plan, and mortality was determined using the PRI-2012 mortality table, with a white collar adjustment, projected generationally using Scale MP-2019.

(5) The amounts reported in this column for 2020 include costs for use of company-leased aircraft, relocation expenses, value of company-provided life insurance, imputed value of company-provided life insurance, costs for executive healthcare services, spousal travel and lodging, company contributions under the 401(k) and ESOP and charitable gifts pursuant to the company's matching charitable gift program which is available to substantially all full-time employees and non-employee directors, and, for Mr. Taets, expenses related to certain expatriate tax services and tax gross ups related thereto. Specific perquisites and other items applicable to each NEO listed are identified below by an "X". Where a perquisite or benefit exceeded $10,000 for an individual, the dollar amount is given.

Grants of Plan-Based Awards During Fiscal Year 2020

NEO	Personal Aircraft Use	Relocation Expenses	Expatriate Expenses	Imputed Income	Life Insurance Company Paid Premiums	Executive Healthcare Services	Spousal Travel & Lodging	Matching Charitable Gifts
J. R. Luciano	X	X	X	X	X	X
R. G. Young	X	X	X	X
V. F. Macciocchi(6)	$58,639	X	X	X
G. A. Morris	X	X	X	X
J. D. Taets	X	X	X	X	X

Mr. Macciocchi's relocation expenses included moving expenses ($38,639), a relocation allowance ($10,000) and an amount related to the sale of his home ($10,000).

(6) Mr. Macciocchi first became an NEO in 2019.

Aggregate incremental cost to our company of perquisites and personal benefits is determined as follows. In the case of payment of expenses related to items such as executive healthcare services and relocation expenses, incremental cost is determined by the amounts paid to third-party providers. In the case of personal use of company-leased aircraft, incremental cost is based solely on variable costs under the agreements with the lessor of the aircraft, and does not include fixed or other costs.

GRANTS OF PLAN-BASED AWARDS DURING FISCAL YEAR 2020

The following table summarizes the grants of plan-based awards made to our named executive officers during the fiscal year ended December 31, 2020.

Grant DateDate ofNameGrant Date

Committee ThresholdAction

($)

J. R. LUCIANO