FEDERAL AGRICULTURAL MORTGAGE CORP·4

Mar 9, 4:50 PM ET

Hayhurst Geraldine I 4

4 · FEDERAL AGRICULTURAL MORTGAGE CORP · Filed Mar 9, 2026

Research Summary

AI-generated summary of this filing

Updated

Farmer Mac (AGM) EVP Geraldine Hayhurst Receives RSU & SAR Awards

What Happened

  • Geraldine Hayhurst, EVP and Chief Legal Officer of Federal Agricultural Mortgage Corporation (Farmer Mac, ticker: AGM), was granted equity awards on 2026-03-05. The filing reports three grants: 735 time-vested restricted stock units (RSUs) at $0.00, 368 performance-based RSUs at $0.00 (target amount), and 1,461 derivative awards (stock appreciation rights or similar) at $0.00. All grants were issued for no cash consideration (value shown as $0).

Key Details

  • Transaction date: March 5, 2026; Form 4 filed March 9, 2026 (timely — within two business days).
  • Grants and amounts reported:
    • 735 time-vested RSUs (three equal installments of 245 RSUs).
    • 368 target performance-based RSUs (vest contingent on performance for Jan 1, 2026–Dec 31, 2028; may be adjusted up to 200%).
    • 1,461 stock appreciation rights (derivative award).
  • Vesting/exercise schedule:
    • Time-vested RSUs: 245 RSUs vest on each of Mar 31, 2027, Mar 31, 2028, and Mar 31, 2029 if still employed.
    • Performance RSUs: target vests on Mar 31, 2029 subject to meeting cumulative core earnings and gatekeeper conditions (capital and asset-quality metrics).
    • SARs/derivative awards: exercisable in three tranches of 487 shares beginning Mar 31, 2027, Mar 31, 2028, and Mar 31, 2029.
  • Consideration: All awards granted for no cash consideration (reported price $0.00).
  • Shares owned after transaction: Not specified in the filing.
  • No 10b5-1 plan, tax-withholding sale, or late filing flag noted in the report.

Context

  • These are grant/award transactions (code A) — not open-market purchases or sales — so they reflect compensation/long-term incentive, not an immediate bullish or bearish trading signal.
  • Performance RSUs are contingent on future metrics and may pay out at 0–200% of the target depending on results; SARs provide value based on future stock appreciation upon exercise.

Insider Transaction Report

Form 4
Period: 2026-03-05
Hayhurst Geraldine I
EVP - Chief Legal Officer
Transactions
  • Award

    Class C Non-Voting Common Stock

    [F1]
    2026-03-05+735735 total
  • Award

    Class C Non-Voting Common Stock

    [F2][F3]
    2026-03-05+3681,103 total
  • Award

    Stock Appreciation Right

    [F5][F4]
    2026-03-05+1,4611,461 total
    Exercise: $162.15Exp: 2036-03-05Class C Non-Voting Common Stock (1,461 underlying)
Footnotes (5)
  • [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 245 RSUs, each of which will vest on March 31, 2027, March 31, 2028, and March 31, 2029, respectively, if the Reporting Person remains an employee of Farmer Mac on those dates.
  • [F2]This is the target number of performance-based RSUs granted under the Plan for no consideration. Those RSUs will vest on March 31, 2029 if Farmer Mac meets performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2026 to December 31, 2028, subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics, as specified in the related award agreement.
  • [F3]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.
  • [F4]Exercisable beginning March 31, 2027, with respect to 487 shares, beginning March 31, 2028, with respect to 487 shares, and beginning March 31, 2029, with respect to 487 shares.
  • [F5]Grant of stock appreciation rights under Farmer Mac's Plan for no consideration.
Signature
Geraldine I. Hayhurst|2026-03-09

Documents

1 file
  • 4
    wk-form4_1773089418.xmlPrimary

    FORM 4