Carpenter Zachary 4
4 · FEDERAL AGRICULTURAL MORTGAGE CORP · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Farmer Mac (AGM) President Zachary Carpenter Shares Withheld for Taxes
What Happened Zachary Carpenter, President and COO of Federal Agricultural Mortgage Corporation (Farmer Mac, AGM), had 1,323 shares withheld by the company on March 31, 2026 to satisfy tax withholding related to the vesting of restricted stock units. The withholding was recorded as a disposition at $144.36 per share, totaling approximately $190,988. This was not an open-market sale but a routine "sell-to-cover"/withholding to pay taxes upon vesting.
Key Details
- Transaction date and price: March 31, 2026 — 1,323 shares withheld at $144.36 per share (total ~$190,988).
- Reason/code: Reported as code F (payment of tax liability via share withholding).
- Vesting breakdown (footnote F1): 483 time-based RSUs (Mar 2023 3rd installment; 234 shares withheld), 1,450 performance RSUs (Mar 2023; 725 target units vested at 200% with 701 withheld), 405 time-based RSUs (Mar 2024 2nd installment; 196 withheld), and 396 time-based RSUs (Mar 2025 1st installment; 192 withheld). Total vested = 2,734 shares; withheld = 1,323; net delivered = 1,411 shares.
- Unvested awards: Filing notes 4,496 unvested restricted stock units remain (footnote F3) and beneficial ownership was adjusted to reflect the 725 additional performance shares that vested at 200%.
- Price for withholding calculation: Company used the NYSE closing price on the last trading day before vesting per committee policy (footnote F2).
- Filing timeliness: Form 4 filed April 2, 2026 for a March 31, 2026 vesting — appears timely (within the usual two-business-day reporting window).
Context This transaction reflects routine tax withholding associated with RSU vesting rather than an active decision to sell shares on the open market. Such "shares withheld" entries are common when equity awards vest and generally do not, by themselves, indicate a change in the insider’s view of the company.
Insider Transaction Report
- Tax Payment
Class C Non-Voting Common Stock
[F1][F2][F3]2026-03-31$144.36/sh−1,323$190,988→ 12,213 total
Footnotes (3)
- [F1]On March 31, 2026, (i) 483 restricted stock units vested as the third installment of the time-based award granted in March 2023, for which the Federal Agricultural Mortgage Corporation ("Farmer Mac") retained 234 shares to satisfy withholding requirements, (ii) 1,450 performance-based restricted stock units vested that were granted in March 2023 (725 target units vesting at a 200% performance factor), for which Farmer Mac retained 701 shares to satisfy withholding requirements, (iii) 405 restricted stock units vested as the second installment of the time-based award granted in March 2024, for which Farmer Mac retained 196 shares to satisfy withholding requirements, and (iv) 396 restricted stock units vested as the first installment of the time-based award granted in March 2025, for which Farmer Mac retained 192 shares to satisfy withholding requirements.
- [F2]In accordance with a policy adopted by the Human Capital and Compensation Committee of Farmer Mac's Board of Directors, the price used for the calculation of the number of shares withheld by Farmer Mac in satisfaction of tax liability is the closing price of Farmer Mac's Class C Non-Voting Common Stock on the New York Stock Exchange on the last trading day before the vesting date.
- [F3]Includes 4,496 unvested restricted stock units previously granted pursuant to Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan. The grants of restricted stock units have been described in detail in Farmer Mac's prior filings with the Securities and Exchange Commission. The total amount of securities beneficially owned has been adjusted since the Reporting Person's last filing to reflect 725 more shares that vested on March 31, 2026, as a result of applying a 200% performance factor to 725 target restricted stock units granted in March 2023.