SEC Form 4 · accession 0000845877-16-000301
FEDERAL AGRICULTURAL MORTGAGE CORP · AGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen P Mullery
Officer — SVP - General Counsel
Period of report
Aug 11, 2016
Accepted (ET)
Aug 15, 2016 · 5:02 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 | Aug 11, 2016 | M | 5,000 | $24.98 | A | 20,274 | D | |
| Class C Non-Voting Common StockF1,F2 | Aug 11, 2016 | F | 761 | $39.66 | D | 19,513 | D | |
| Class C Non-Voting Common StockF1,F2 | Aug 11, 2016 | D | 3,149 | $39.66 | D | 16,364 | D | |
| Class C Non-Voting Common StockF3,F4,F2 | Aug 12, 2016 | S | 1,090 | $39.1336 | D | 15,274 | 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 | $24.98 | Aug 11, 2016 | M | 5,000 | D | — | Oct 3, 2016 | Class C Non-Voting Common Stock | 5,000 | 0 | D |
Explanation of responses
- F1This report reflects (on Table I) (a) the acquisition of 5,000 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 October 2006 at a grant price of $24.98 pursuant to former Rule 16b-3; (b) the net share settlement of his exercise, which entitled Mr. Mullery to receive 5,000 shares, of which (i) 761 were retained by Farmer Mac to satisfy tax withholding requirements arising from the exercise, (ii) 3,149 were delivered to Farmer Mac to cover the exercise cost, and (iii) 1,090 were delivered to Mr. Mullery; (c) the sale of 1,090 shares; and (on Table II) (d) the exercise of the October 2006 employee stock option. The exercise of the October 2006 employee stock option is exempt under Section 16(b) under Rule 16b-6 but is reported herein pursuant to Rule 16a-4.
- F2Includes 11,142 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 pursuant to a trading plan adopted by Mr. Mullery in accordance with Rule 10b5-1.
- 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 $38.81 to $39.37, inclusive. The Reporting Person undertakes to provide to the Federal Agricultural Mortgage Corporation, any security holder of the Federal Agricultural Mortgage Corporation, 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 August 31, 2007 with respect to 1,666 shares, beginning August 31, 2008 with respect to 1,667 shares, and beginning August 31, 2009 with respect to 1,667 shares.