Carpenter Zachary 4

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.