SEC Form 4 · accession 0000845877-16-000272
FEDERAL AGRICULTURAL MORTGAGE CORP · AGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy L Buzby
Officer — President and CEO
Period of report
May 26, 2016
Accepted (ET)
May 31, 2016 · 6:40 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 26, 2016 | M | 23,043 | $26.36 | A | 82,029 | D | |
| Class C Non-Voting Common StockF1,F2 | May 26, 2016 | F | 2,950 | $36.03 | D | 79,079 | D | |
| Class C Non-Voting Common StockF1,F2 | May 26, 2016 | D | 16,858 | $36.03 | D | 62,221 | D | |
| Class C Non-Voting Common StockF3,F4,F2 | May 27, 2016 | S | 3,235 | $36.0045 | D | 58,986 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF5 | $26.36 | May 26, 2016 | M | 23,043 | D | — | Jun 1, 2016 | Class C Non-Voting Common Stock | 23,043 | 0 | D |
Explanation of responses
- F1This report reflects: (on Table I) (a) the acquisition of 23,043 shares of the Federal Agricultural Mortgage Corporation's ("Farmer Mac") Class C Non-Voting Common Stock through the exercise of a stock option acquired by the Reporting Person in June 2006 at a grant price of $26.36 pursuant to former Rule 16b-3; (b) the net share settlement of his exercise, which entitled Mr. Buzby to receive 23,043 shares, of which (i) 2,950 were retained by Farmer Mac to satisfy tax withholding requirements arising from the exercise, (ii) 16,858 were delivered to Farmer Mac to cover the exercise cost, and (iii) 3,235 were delivered to Mr. Buzby; (c) the sale of 3,235 shares; and (on Table II) (d) 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 34,814 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 $36.00 to $36.02, 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.
- F5Exercisable beginning May 31, 2007 with respect to 7,681 shares, beginning May 31, 2008 with respect to 7,681 shares, and beginning May 31, 2009 with respect to 7,681 shares.