SEC Form 4 · accession 0000845877-15-000108
FEDERAL AGRICULTURAL MORTGAGE CORP · AGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tom D Stenson
Officer — Chief Operating Officer
Period of report
May 18, 2015
Accepted (ET)
May 20, 2015 · 4:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000845877
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class C Non-Voting Common StockF1,F2 | May 18, 2015 | M | 16,738 | $26.36 | A | 40,400 | D | |
| Class C Non-Voting Common StockF1,F3,F4,F2 | May 18, 2015 | S | 16,738 | $32.5322 | D | 23,662 | D | |
| Class C Non-Voting Common StockF5,F2 | May 19, 2015 | M | 3,965 | $26.36 | A | 27,627 | D | |
| Class C Non-Voting Common StockF3,F5,F6,F2 | May 19, 2015 | S | 3,965 | $32.5122 | D | 23,662 | D | |
| Class C Non-Voting Common StockF7,F2 | May 20, 2015 | M | 3,175 | $26.36 | A | 26,837 | D | |
| Class C Non-Voting Common StockF3,F7,F8,F2 | May 20, 2015 | S | 3,175 | $32.4064 | D | 23,662 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF1,F9 | $26.36 | May 18, 2015 | M | 16,738 | D | — | Jun 1, 2016 | Class C Non-Voting Common Stock | 16,738 | 7,140 | D |
| Stock OptionF5,F9 | $26.36 | May 19, 2015 | M | 3,965 | D | — | Jun 1, 2016 | Class C Non-Voting Common Stock | 3,965 | 3,175 | D |
| Stock OptionF7,F9 | $26.36 | May 20, 2015 | M | 3,175 | D | — | Jun 1, 2016 | Class C Non-Voting Common Stock | 3,175 | 0 | D |
Explanation of responses
- F1This report reflects (on Table I) (i) the acquisition of 16,738 shares of Class C Non-Voting Common Stock of the Federal Agricultural Mortgage Corporation ("Farmer Mac") through the exercise of a previously partially unexercised employee stock option acquired by the reporting person in June 2006 pursuant to former Rule 16b-3; (ii) the sale of 16,738 shares of Class C Non-Voting Common Stock of Farmer Mac; and (on Table II) (iii) the exercise of the June 2006 employee stock option. The exercise of the June 2006 employee stock option is exempt under Section 16(b) under Rule 16b-6 but is reported herein pursuant to Rule 16a-4.
- F2Includes 19,712 shares of unvested restricted stock previously granted pursuant to Farmer Mac's 2008 Omnibus Incentive Plan. The grants of restricted stock have been described in detail in Farmer Mac's prior filings with the Securities and Exchange Commission.
- F3Transaction effected during an open trading window for key employees and directors of Farmer Mac.
- F4The price reported in Column 4 is a weighted average price. These shares of Class C Non-Voting Common Stock were sold in multiple transactions at prices ranging from $32.50 to $32.71, inclusive. The Reporting Person undertakes to provide to Farmer Mac, any security holder of Farmer Mac, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to Form 4.
- F5This report reflects (on Table I) (i) the acquisition of 3,965 shares of Class C Non-Voting Common Stock through the exercise of a previously partially unexercised employee stock option acquired by the reporting person in June 2006 pursuant to former Rule 16b-3; (ii) the sale of 3,965 shares of Class C Non-Voting Common Stock; and (on Table II) (iii) the exercise of the June 2006 employee stock option. The exercise of the June 2006 employee stock option is exempt under Section 16(b) under Rule 16b-6 but is reported herein pursuant to Rule 16a-4.
- F6The price reported in Column 4 is a weighted average price. These shares of Class C Non-Voting Common Stock were sold in multiple transactions at prices ranging from $32.50 to $32.53, inclusive. The Reporting Person undertakes to provide to Farmer Mac, any security holder of Farmer Mac, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to Form 4.
- F7This report reflects (on Table I) (i) the acquisition of 3,175 shares of Class C Non-Voting Common Stock through the exercise of a previously partially unexercised employee stock option acquired by the reporting person in June 2006 pursuant to former Rule 16b-3; (ii) the sale of 3,175 shares of Class C Non-Voting Common Stock; and (on Table II) (iii) the exercise of the June 2006 employee stock option. The exercise of the June 2006 employee stock option is exempt under Section 16(b) under Rule 16b-6 but is reported herein pursuant to Rule 16a-4.
- F8The price reported in Column 4 is a weighted average price. These shares of Class C Non-Voting Common Stock were sold in multiple transactions at prices ranging from $32.31 to $32.55, inclusive. The Reporting Person undertakes to provide to Farmer Mac, any security holder of Farmer Mac, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to Form 4.
- F9Exercisable beginning May 31, 2007 with respect to 14,115 shares, beginning May 31, 2008 with respect to 14,115 shares, and beginning May 31, 2009 with respect to 14,115 shares.