Carpenter Zachary 4
4 · FEDERAL AGRICULTURAL MORTGAGE CORP · Filed Mar 9, 2026
Research Summary
AI-generated summary of this filing
Farmer Mac (AGM) President Zachary Carpenter Receives RSU & SAR Awards
What Happened
Zachary Carpenter, President and Chief Operating Officer of Federal Agricultural Mortgage Corp (Farmer Mac, AGM), was granted equity awards on March 5, 2026: 1,398 time‑vested restricted stock units (RSUs), a target award of 699 performance‑based RSUs, and 2,778 stock appreciation rights (SARs). All awards were granted for no cash consideration (reported price $0.00). The performance RSUs are a target amount that may increase up to 200% based on performance; the SARs are derivative awards that provide value tied to future share price appreciation.
Key Details
- Transaction date: March 5, 2026; Form 4 filed March 9, 2026 (filing appears timely).
- Awards and reported amounts: 1,398 RSUs @ $0.00; 699 performance RSUs (target) @ $0.00; 2,778 SARs (derivative) @ $0.00.
- Vesting/exercise schedule: the 1,398 RSUs vest in three equal installments of 466 RSUs on March 31, 2027, 2028 and 2029 (if employed on those dates). The performance RSUs vest March 31, 2029 if performance gates are met. The SARs are exercisable in three tranches of 926 shares beginning March 31, 2027, 2028 and 2029.
- Previously outstanding awards: filing notes 4,408 unvested RSUs previously granted (see prior Section 16 filings).
- Performance cap: any performance RSU payout will not exceed 200% of the target award.
- Shares owned after transaction: total vested/owned share count not specified in the provided excerpt; filing documents unvested awards as noted above.
- Footnotes: grants made under Farmer Mac’s Amended and Restated 2008 Omnibus Incentive Plan; SARs described as derivative awards.
Context
RSUs are promises to issue shares upon vesting (no immediate share sale or purchase); performance RSUs depend on meeting multi‑year earnings and capital/asset quality conditions. SARs are derivative awards that pay the increase in share value (subject to plan terms) and are not the same as immediate stock purchases. Grants for no cash are routine compensation for executives and do not by themselves indicate buying or selling sentiment.
Insider Transaction Report
- Award
Class C Non-Voting Common Stock
[F1][F2]2026-03-05+1,398→ 12,112 total - Award
Class C Non-Voting Common Stock
[F3][F4][F2]2026-03-05+699→ 12,811 total - Award
Stock Appreciation Right
[F6][F5]2026-03-05+2,778→ 2,778 totalExercise: $162.15Exp: 2036-03-05→ Class C Non-Voting Common Stock (2,778 underlying)
Footnotes (6)
- [F1]Grant of time-vested restricted stock units ("RSUs") under the Amended and Restated 2008 Omnibus Incentive Plan ("Plan") of the Federal Agricultural Mortgage Corporation ("Farmer Mac") for no consideration. Each RSU represents the contingent right to receive, upon vesting, one share of Farmer Mac's Class C Non-Voting Common Stock. Includes three equal installments of 466 RSUs, each of which will vest on March 31, 2027, March 31, 2028, and March 31, 2029, respectively, if the Reporting Person remains an employee of Farmer Mac on those dates.
- [F2]In addition to the RSUs reported in this filing, includes 4,408 unvested RSUs previously granted under the Plan, as described in more detail in the Reporting Person's prior filings under Section 16 of the Securities Exchange Act of 1934.
- [F3]This is the target number of performance-based RSUs granted under the Plan for no consideration. Those RSUs will vest on March 31, 2029, if Farmer Mac meets performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2026, to December 31, 2028, subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics, as specified in the related award agreement.
- [F4]Any adjustments to the target award will be reported at the time of the actual determination of performance as compared to the applicable threshold. In no event, however, will the number of shares actually awarded upon vesting exceed 200% of the number of RSUs in the target award.
- [F5]Exercisable beginning March 31, 2027, with respect to 926 shares, beginning March 31, 2028, with respect to 926 shares, and beginning March 31, 2029, with respect to 926 shares.
- [F6]Grant of stock appreciation rights under Farmer Mac's Plan for no consideration.