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Farmer Mac COO lists 3,966-share equity stake

FEDERAL AGRICULTURAL MORTGAGE CORP (AGM) reported an initial Form 3 for executive vice president and chief operations officer Robert J. Maines, detailing his equity interests in Class C Non-Voting Common Stock.

(Neutral)
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Form Type
3

Rhea-AI Filing Summary

FEDERAL AGRICULTURAL MORTGAGE CORP (AGM) reported an initial Form 3 for executive vice president and chief operations officer Robert J. Maines, detailing his equity interests in Class C Non-Voting Common Stock. He directly holds 3,966 shares, which include 1,765 unvested RSUs granted under Farmer Mac’s Amended and Restated 2008 Omnibus Incentive Plan and multiple tranches of performance-based RSUs that vest only if cumulative core earnings before credit and other “gatekeeper” conditions are met. Maines also holds several stock appreciation rights on Class C Non-Voting shares, with exercise prices between $88.68 and $202.01 and expirations from 2031 through 2036, some fully vested and others vesting in annual installments through 2029.

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Insider Maines Robert J
Role EVP - Chief Operations Officer
Type Security Shares Price Value
holding Stock Appreciation Right F4 -- -- --
holding Stock Appreciation Right F5 -- -- --
holding Stock Appreciation Right F6 -- -- --
holding Stock Appreciation Right F7 -- -- --
holding Stock Appreciation Right F8 -- -- --
holding Stock Appreciation Right F9 -- -- --
holding Class C Non-Voting Common Stock F1, F2, F3 -- -- --
Holdings After Transaction: Stock Appreciation Right — 5,502 contracts (Direct); Class C Non-Voting Common Stock — 3,966 shares (Direct)
Footnotes (9)
  1. F1. Includes 1,765 unvested restricted stock units ("RSUs") previously granted pursuant to the Federal Agricultural Mortgage Corporation ("Farmer Mac") Amended and Restated 2008 Omnibus Incentive Plan ("Plan"). Mr. Maines was granted: (i) 588 RSUs on March 5, 2026, which will vest in three equal annual installments of 196 RSUs on March 31, 2027, March 31, 2028, and March 31, 2029, respectively; (ii) 292 RSUs on March 6, 2025, of which 146 RSUs will vest on each of March 31, 2027, and March 31, 2028; and (iii) 149 RSUs on March 5, 2024, which will vest on March 31, 2027. Each RSU represents the contingent right to receive, upon vesting, one share of Farmer Mac's Class C Non-Voting Common Stock, if Mr. Maines remains employed by Farmer Mac on the applicable vesting date.
  2. F2. In addition, Mr. Maines was granted a target number of 294 performance-based RSUs on March 5, 2026 under the Plan for no consideration. These RSUs will vest on March 31, 2029 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2026 to December 31, 2028. Mr. Maines was granted a target number of 219 performance-based RSUs on March 6, 2025 under the Plan for no consideration. These RSUs will vest on March 31, 2028 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2025 to December 31, 2027. Mr. Maines was granted a target number of 223 performance-based RSUs on March 5, 2024 under the Plan for no consideration. These RSUs will vest on March 31, 2027 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2024 to December 31, 2026.
  3. F3. All performance-based RSUs are subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics, as set forth in the applicable award agreement. 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.
  4. F4. This stock appreciation right was granted under the Plan on March 2, 2021 and is fully vested.
  5. F5. This stock appreciation right was granted under the Plan on March 9, 2022 and is fully vested.
  6. F6. This stock appreciation right was granted under the Plan on March 9, 2023 and is fully vested.
  7. F7. This stock appreciation right was granted under the Plan on March 5, 2024 and vests in three annual installments. Two installments have vested, and the final installment, with respect to 253 shares, will vest and become exercisable on March 31, 2027.
  8. F8. This stock appreciation right was granted under the Plan on March 6, 2025 and vests in three equal annual installments of 243 shares each. The first installment became exercisable on March 31, 2026, and the second and third installments will become exercisable on March 31, 2027, and March 31, 2028, respectively.
  9. F9. This stock appreciation right was granted under the Plan on March 5, 2026 and vests in three equal annual installments of 390 shares each. The installments will become exercisable on March 31, 2027, March 31, 2028, and March 31, 2029.
Direct Class C Non-Voting Common Stock holdings 3,966 shares Directly held by Robert J. Maines as reported on Form 3
Unvested RSUs 1,765 RSUs Unvested restricted stock units under Farmer Mac’s Amended and Restated 2008 Omnibus Incentive Plan
2026 performance-based RSUs target 294 RSUs Performance-based RSUs granted March 5, 2026, vesting March 31, 2029 if performance conditions are met
2025 performance-based RSUs target 219 RSUs Performance-based RSUs granted March 6, 2025, vesting March 31, 2028 if performance conditions are met
2024 performance-based RSUs target 223 RSUs Performance-based RSUs granted March 5, 2024, vesting March 31, 2027 if performance conditions are met
Stock Appreciation Right exercise price $88.68 SAR granted March 2, 2021, fully vested, on 1,248 underlying Class C shares, expiring March 2, 2031
Stock Appreciation Right exercise price $202.01 SAR granted March 6, 2025, vesting in three annual installments of 243 shares, expiring March 6, 2035
Gatekeeper cap on performance-based RSUs 200% of target Maximum number of shares that can be awarded upon vesting of performance-based RSUs
Stock Appreciation Right financial
"This stock appreciation right was granted under the Plan on March 2, 2021"
A stock appreciation right (SAR) is a form of employee pay that gives the holder the right to receive the increase in a company's share price over a set reference price, paid in cash or shares, without having to buy stock first. It matters to investors because SARs can create future cash outflows or dilute existing shareholders if settled in stock, and they align employee incentives with share-price performance like a bonus tied to a home's price rise.
restricted stock units ("RSUs") financial
"Includes 1,765 unvested restricted stock units ("RSUs") previously granted"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
performance-based RSUs financial
"In addition, Mr. Maines was granted a target number of 294 performance-based RSUs"
Performance-based restricted stock units (RSUs) are promises to deliver company shares to employees only if the business meets specific goals, such as revenue, profit, stock-price targets, or strategic milestones. For investors, they matter because they change future share supply and align management incentives with company results—like a salesperson whose bonus only pays out when sales targets are hit—so they can affect earnings, dilution, and confidence in leadership.
cumulative core earnings before credit financial
"performance objectives related to cumulative core earnings before credit during the performance period"
regulatory capital requirements financial
"subject to "gatekeepers" related to compliance with regulatory capital requirements"
Regulatory capital requirements are rules that tell banks and other financial firms how much financial cushion they must hold against potential losses, like a mandatory safety net that must be kept in reserve. They matter to investors because the size and quality of that cushion affect a firm’s ability to lend, pay dividends, absorb shocks, and stay solvent; stronger cushions lower risk but can also reduce short‑term returns.
asset quality metrics financial
"gatekeepers related to compliance with regulatory capital requirements and specified asset quality metrics"

FAQ

What does the Form 3 filing disclose about AGM executive Robert J. Maines?

The filing shows that Robert J. Maines, EVP and Chief Operations Officer of AGM, reports ownership of 3,966 shares of Class C Non-Voting Common Stock, including unvested and performance-based RSUs, plus multiple stock appreciation rights with expirations between 2031 and 2036.

How many unvested RSUs in AGM Class C stock does Robert J. Maines hold?

Robert J. Maines holds 1,765 unvested RSUs in AGM Class C Non-Voting Common Stock. These RSUs were granted in 2024, 2025, and 2026 and generally vest in annual installments through March 31, 2029, subject to his continued employment.

What performance-based RSUs in AGM stock does Robert J. Maines have?

Maines has target grants of 294, 219, and 223 performance-based RSUs from 2026, 2025, and 2024, respectively. These vest on March 31, 2029, March 31, 2028, and March 31, 2027 if cumulative core earnings before credit and other conditions are achieved, capped at 200% of target.

What stock appreciation rights tied to AGM Class C shares does Maines hold?

Maines holds several stock appreciation rights over AGM Class C Non-Voting Common Stock, including rights with exercise prices of $88.68 on 1,248 underlying shares and $120.38 on 753 underlying shares. These expire between 2031 and 2036 and are either fully vested or vest in annual installments.

Are Robert J. Maines’s performance-based RSUs in AGM subject to limits or conditions?

Yes. The performance-based RSUs are subject to “gatekeepers” tied to regulatory capital compliance and specified asset quality metrics. The number of shares ultimately awarded is performance-dependent, and cannot exceed 200% of the target RSU amount for each grant.

Does this AGM Form 3 show any recent insider buying or selling by Robert J. Maines?

No. The Form 3 serves as an initial ownership report and lists Maines’s existing holdings in AGM equity and derivatives. The structured data show no reported buy or sell transactions; entries are recorded as holdings rather than new market purchases or sales.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Maines Robert J

(Last)(First)(Middle)
C/O FARMER MAC
2100 PENNSYLVANIA AVE., NW, SUITE 450N

(Street)
WASHINGTON DISTRICT OF COLUMBIA 20037

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
08/17/2026
3. Issuer Name and Ticker or Trading Symbol
FEDERAL AGRICULTURAL MORTGAGE CORP [ AGM ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP - Chief Operations Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class C Non-Voting Common Stock3,966(1)(2)(3)D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Appreciation Right (4)03/02/2031Class C Non-Voting Common Stock1,248$88.68D
Stock Appreciation Right (5)03/09/2032Class C Non-Voting Common Stock753$120.38D
Stock Appreciation Right (6)03/09/2033Class C Non-Voting Common Stock843$135.2D
Stock Appreciation Right (7)03/05/2034Class C Non-Voting Common Stock759$198.54D
Stock Appreciation Right (8)03/06/2035Class C Non-Voting Common Stock729$202.01D
Stock Appreciation Right (9)03/05/2036Class C Non-Voting Common Stock1,170$162.15D
Explanation of Responses:
1. Includes 1,765 unvested restricted stock units ("RSUs") previously granted pursuant to the Federal Agricultural Mortgage Corporation ("Farmer Mac") Amended and Restated 2008 Omnibus Incentive Plan ("Plan"). Mr. Maines was granted: (i) 588 RSUs on March 5, 2026, which will vest in three equal annual installments of 196 RSUs on March 31, 2027, March 31, 2028, and March 31, 2029, respectively; (ii) 292 RSUs on March 6, 2025, of which 146 RSUs will vest on each of March 31, 2027, and March 31, 2028; and (iii) 149 RSUs on March 5, 2024, which will vest on March 31, 2027. Each RSU represents the contingent right to receive, upon vesting, one share of Farmer Mac's Class C Non-Voting Common Stock, if Mr. Maines remains employed by Farmer Mac on the applicable vesting date.
2. In addition, Mr. Maines was granted a target number of 294 performance-based RSUs on March 5, 2026 under the Plan for no consideration. These RSUs will vest on March 31, 2029 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2026 to December 31, 2028. Mr. Maines was granted a target number of 219 performance-based RSUs on March 6, 2025 under the Plan for no consideration. These RSUs will vest on March 31, 2028 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2025 to December 31, 2027. Mr. Maines was granted a target number of 223 performance-based RSUs on March 5, 2024 under the Plan for no consideration. These RSUs will vest on March 31, 2027 if Farmer Mac achieves performance objectives related to cumulative core earnings before credit during the performance period of January 1, 2024 to December 31, 2026.
3. All performance-based RSUs are subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics, as set forth in the applicable award agreement. 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.
4. This stock appreciation right was granted under the Plan on March 2, 2021 and is fully vested.
5. This stock appreciation right was granted under the Plan on March 9, 2022 and is fully vested.
6. This stock appreciation right was granted under the Plan on March 9, 2023 and is fully vested.
7. This stock appreciation right was granted under the Plan on March 5, 2024 and vests in three annual installments. Two installments have vested, and the final installment, with respect to 253 shares, will vest and become exercisable on March 31, 2027.
8. This stock appreciation right was granted under the Plan on March 6, 2025 and vests in three equal annual installments of 243 shares each. The first installment became exercisable on March 31, 2026, and the second and third installments will become exercisable on March 31, 2027, and March 31, 2028, respectively.
9. This stock appreciation right was granted under the Plan on March 5, 2026 and vests in three equal annual installments of 390 shares each. The installments will become exercisable on March 31, 2027, March 31, 2028, and March 31, 2029.
Remarks:
Geraldine I. Hayhurst as attorney-in-fact for Rober J. Maines08/27/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)