UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

May 10, 2016

(Date of earliest event reported)

Potash Corporation of Saskatchewan Inc.

(Exact name of registrant as specified in its charter)

Suite 500, 122 - 1^st Avenue South

Saskatoon, Saskatchewan, Canada S7K 7G3

(Address of principal executive offices, including zip code)

306 / 933-8500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

2016 Long-Term Incentive Plan

The Potash Corporation of Saskatchewan Inc. (the “Company”) 2016 Long-Term Incentive Plan (the “2016 Plan”) was adopted by the Company’s Board of Directors (the “Board”) on February 22, 2016 and approved by the shareholders of the Company on May 10, 2016 at the Company’s Annual and Special Meeting of Shareholders (the “Meeting”). The purpose of the 2016 Plan is to advance the interests of the Company by supporting the Company’s compensation philosophy of providing selected employees and officers with an opportunity to: (1) promote the growth and profitability of the Company; (2) align their interest with shareholders; and (3) earn compensation commensurate with corporate performance. In addition, the Company believes that the Plan will directly assist in supporting the Company’s compensation philosophy by providing participants the opportunity to acquire common shares of the Company.

The 2016 Plan permits the grant to eligible employees of awards of (1) performance share units (“PSUs”), and (2) options to purchase common shares of the Company at an exercise price based on the market value of the shares on the date of grant. A maximum aggregate of 21,000,000 common shares may be issued pursuant to PSUs and stock options granted under the 2016 Plan, subject to adjustment as described in the 2016 Plan. Subject to certain limitations described in the 2016 Plan, if, on or after May 10, 2016, any common shares issued pursuant to an award under the 2016 Plan are forfeited, or if any award granted under the 2016 Plan terminates, expires, is cancelled or forfeited, or is settled in cash (in whole or in part), then the common shares subject to such award will, to the extent of such termination, expiration, cancellation, forfeiture or cash settlement, again be available for issuance under the 2016 Plan. A copy of the 2016 Plan is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

On May 11, 2016, the Board approved the forms of award agreement to be used in connection with grants of awards under the 2016 Plan. Also on May 11, 2016, the Board approved the grant of the following PSU and stock option awards under the 2016 Plan:

Performance Share Units

Pursuant to the 2016 Plan and the recommendations of the Human Resources and Compensation Committee of the Board (the “Committee”), the Board approved the grant of a target number of PSUs to eligible employees, including the Company’s Named Executive Officers, as evidenced by and subject to the Performance Share Unit Agreement (2016-2018 Phased Grant), the form of which is filed herewith as Exhibit 10.2 and is incorporated herein by reference. Each PSU represents one common share and will be settled (to the extent earned) in the form of (1) common shares for grantees subject to the Company’s share ownership guidelines, and (2) cash for all other grantees. On May 10, 2016, the day prior to the grant of the PSUs, the closing prices of the Company’s common shares on the Toronto Stock Exchange and the New York Stock Exchange were Cdn $20.87 and US $16.15 per share, respectively. The following table sets forth information regarding target awards granted to the Company’s Named Executive Officers identified below:

Stock Options

Pursuant to the 2016 Plan and the recommendations of the Committee, the Board approved the grant of stock options to eligible employees, including the Company’s Named Executive Officers, as evidenced by and subject to the Option Agreement, the form of which is filed herewith as Exhibit 10.4 and is incorporated herein by reference. The following table sets forth information regarding target awards granted to the Company’s Named Executive Officers identified below:

At the Meeting, the Company’s shareholders voted upon the election of each of the following proposed director nominees with the results of the voting set forth opposite the name of each such nominee.

Accordingly, each director nominee was elected to hold office until the next annual meeting or until his or her successors are elected or appointed.

The Company’s shareholders also voted upon the following proposals:

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: May 11, 2016

INDEX TO EXHIBITS