| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AGM | Class C Non-Voting Common Stock | Award | $0 | +1.38K | +21.76% | $0.00 | 7.74K | Mar 9, 2022 | Direct | F1, F2 |
| transaction | AGM | Class C Non-Voting Common Stock | Award | $0 | +691 | +8.93% | $0.00 | 8.43K | Mar 9, 2022 | Direct | F2, F3, F4 |
| transaction | AGM | Class C Non-Voting Common Stock | Options Exercise | $146K | +1.94K | +22.98% | $75.16 | 10.4K | Mar 9, 2022 | Direct | F2, F5 |
| transaction | AGM | Class C Non-Voting Common Stock | Tax liability | -$45.7K | -380 | -3.67% | $120.38 | 9.99K | Mar 9, 2022 | Direct | F2, F5 |
| transaction | AGM | Class C Non-Voting Common Stock | Disposed to Issuer | -$146K | -1.21K | -12.11% | $120.38 | 8.78K | Mar 9, 2022 | Direct | F2, F5 |
| transaction | AGM | Class C Non-Voting Common Stock | Sale | -$88.4K | -714 | -8.13% | $123.79 | 8.06K | Mar 11, 2022 | Direct | F2, F6 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AGM | Stock Appreciation Right | Award | $0 | +2.55K | $0.00 | 2.55K | Mar 9, 2022 | Class C Non-Voting Common Stock | 2.55K | $120.38 | Direct | F7, F8 | |
| transaction | AGM | Stock Appreciation Right | Options Exercise | -$146K | -1.94K | -33.33% | $75.16 | 3.87K | Mar 9, 2022 | Class C Non-Voting Common Stock | 5.81K | $75.16 | Direct | F5 |
| Id | Content |
|---|---|
| F1 | Grant of time-vested restricted stock units ("RSUs") under the Amended and Restated 2008 Omnibus Incentive Plan ("Plan") of the Federal Agricultural Mortgage Corporation ("Farmer Mac") for no consideration. Each RSU represents the contingent right to receive, upon vesting, one share of Farmer Mac's Class C Non-Voting Common Stock. Includes three equal installments of 461 RSUs, each of which will vest on March 31, 2023, March 31, 2024, and March 31, 2025, respectively, if the Reporting Person remains an employee of Farmer Mac on those dates. |
| F2 | In addition to the RSUs reported in this filing, includes 5,641 unvested RSUs previously granted under the Plan, as described in more detail in the Reporting Person's prior filings under Section 16 of the Securities Exchange Act of 1934. |
| F3 | This is the target number of performance-based RSUs granted under the Plan for no consideration. Those RSUs will vest on March 31, 2025 if Farmer Mac meets performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2022 to December 31, 2024, subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics, as specified in the related award agreement. |
| F4 | Any adjustments to the target award will be reported at the time of the actual determination of performance as compared to the applicable threshold. In no event, however, will the number of shares actually awarded upon vesting exceed 200% of the number of RSUs in the target award. |
| F5 | In connection with the net share settlement of the exercise of 1,937 vested stock appreciation rights ("SARs") granted in March 2020 with a grant price of $75.16 per share, Mr. Carpenter was entitled to receive 728 shares of Farmer Mac's Class C Non-Voting Common Stock. None of these shares were sold, as Mr. Carpenter retained 348 shares, and Farmer Mac retained 380 shares to satisfy tax withholding requirements arising from the exercise. The 1,209 shares reported as a disposition to the issuer of issuer equity securities represents the difference between the number of SARs exercised and the number of shares issuable as a result of the exercise. Each SAR represents the right to receive, upon exercise, the number of shares of Farmer Mac's Class C Non-Voting Common Stock equal to the excess of the fair market value of shares on the exercise date over the grant price. |
| F6 | Transaction effected during an open trading window for employees and directors of Farmer Mac. The 714 shares sold were previously acquired by the Reporting Person through open market purchases and the vesting of RSUs and is not related to the exercise of stock appreciation rights reported in this filing. |
| F7 | Exercisable beginning March 31, 2023 with respect to 851 shares, beginning March 31, 2024 with respect to 851 shares, and beginning March 31, 2025 with respect to 851 shares. |
| F8 | Grant of stock appreciation rights under Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan for no consideration. |