AGM COO reports tax withholding of 1,323 shares

Federal Agricultural Mortgage Corp President and COO Zachary Carpenter reported a tax-related share disposition tied to vesting equity awards.

Rhea-AI Filing Summary

Federal Agricultural Mortgage Corp President and COO Zachary Carpenter reported a tax-related share disposition tied to vesting equity awards. On March 31, 2026, 1,323 shares of Class C Non-Voting Common Stock were withheld at $144.36 per share to cover tax liabilities on vested restricted stock units. Following this withholding, Carpenter directly beneficially owned 12,213 shares of Class C Non-Voting Common Stock, in addition to 4,496 unvested restricted stock units granted under Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan.

Insider Trade Summary

Exercise Price or Tax Liability: 1,323 shares

Exercise Price or Tax Liability 1 txn

Insider Carpenter Zachary

Role President and COO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class C Non-Voting Common Stock	1,323	$144.36	$191K

Holdings After Transaction: Class C Non-Voting Common Stock — 12,213 shares (Direct)

Footnotes (3)

1. F1. On March 31, 2026, (i) 483 restricted stock units vested as the third installment of the time-based award granted in March 2023, for which the Federal Agricultural Mortgage Corporation ("Farmer Mac") retained 234 shares to satisfy withholding requirements, (ii) 1,450 performance-based restricted stock units vested that were granted in March 2023 (725 target units vesting at a 200% performance factor), for which Farmer Mac retained 701 shares to satisfy withholding requirements, (iii) 405 restricted stock units vested as the second installment of the time-based award granted in March 2024, for which Farmer Mac retained 196 shares to satisfy withholding requirements, and (iv) 396 restricted stock units vested as the first installment of the time-based award granted in March 2025, for which Farmer Mac retained 192 shares to satisfy withholding requirements.
2. F2. In accordance with a policy adopted by the Human Capital and Compensation Committee of Farmer Mac's Board of Directors, the price used for the calculation of the number of shares withheld by Farmer Mac in satisfaction of tax liability is the closing price of Farmer Mac's Class C Non-Voting Common Stock on the New York Stock Exchange on the last trading day before the vesting date.
3. F3. Includes 4,496 unvested restricted stock units previously granted pursuant to Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan. The grants of restricted stock units have been described in detail in Farmer Mac's prior filings with the Securities and Exchange Commission. The total amount of securities beneficially owned has been adjusted since the Reporting Person's last filing to reflect 725 more shares that vested on March 31, 2026, as a result of applying a 200% performance factor to 725 target restricted stock units granted in March 2023.

Key Figures

Tax-withheld shares: 1,323 shares Withholding price: $144.36 per share Shares owned after transaction: 12,213 shares +3 more

6 metrics

Tax-withheld shares 1,323 shares Shares retained by Farmer Mac on March 31, 2026 to satisfy tax liability

Withholding price $144.36 per share Closing price used to calculate shares withheld for taxes

Shares owned after transaction 12,213 shares Directly beneficially owned Class C Non-Voting Common Stock after withholding

Time-based RSUs vested (2023 grant) 483 units Third installment of March 2023 time-based award vesting on March 31, 2026

Performance-based RSUs vested 1,450 units March 2023 grant vesting at a 200% performance factor on March 31, 2026

Unvested RSUs remaining 4,496 units Unvested restricted stock units under the Amended and Restated 2008 Omnibus Incentive Plan

Key Terms

restricted stock units, performance-based restricted stock units, withholding requirements, Amended and Restated 2008 Omnibus Incentive Plan, +1 more

5 terms

restricted stock units financial

"483 restricted stock units vested as the third installment of the time-based award granted in March 2023"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance-based restricted stock units financial

"1,450 performance-based restricted stock units vested that were granted in March 2023"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

withholding requirements financial

"Farmer Mac retained 234 shares to satisfy withholding requirements"

Amended and Restated 2008 Omnibus Incentive Plan financial

"Includes 4,496 unvested restricted stock units previously granted pursuant to Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan"

beneficially owned financial

"The total amount of securities beneficially owned has been adjusted since the Reporting Person's last filing"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did AGM President and COO Zachary Carpenter report?

Zachary Carpenter reported a tax-withholding disposition of 1,323 shares of Class C Non-Voting Common Stock. These shares were withheld by Farmer Mac on March 31, 2026 to satisfy tax obligations arising from the vesting of multiple restricted stock unit awards granted in 2023, 2024, and 2025.

Was Zachary Carpenter’s AGM Form 4 transaction an open-market sale of shares?

No, the transaction was a tax-withholding disposition, not an open-market sale. Farmer Mac retained 1,323 shares to cover withholding requirements when restricted stock units vested, consistent with its policy of using the closing price on the last trading day before the vesting date.

How many AGM shares does Zachary Carpenter hold after this Form 4 transaction?

After the March 31, 2026 tax-withholding event, Zachary Carpenter directly beneficially owned 12,213 shares of Farmer Mac Class C Non-Voting Common Stock. This total reflects the net position following the 1,323 shares retained by the company to satisfy tax liabilities tied to vested restricted stock units.

What restricted stock units vested for Zachary Carpenter at AGM on March 31, 2026?

On March 31, 2026, several awards vested: 483 time-based RSUs from March 2023, 1,450 performance-based RSUs from March 2023, 405 time-based RSUs from March 2024, and 396 time-based RSUs from March 2025, with portions from each award withheld to meet tax requirements.

How many unvested restricted stock units does Zachary Carpenter still have at AGM?

Carpenter’s holdings include 4,496 unvested restricted stock units previously granted under Farmer Mac’s Amended and Restated 2008 Omnibus Incentive Plan. The total beneficial ownership figure was adjusted to reflect 725 additional shares that vested on March 31, 2026 after applying a 200% performance factor to certain 2023 grants.

How was the share price determined for Zachary Carpenter’s AGM tax withholding?

Farmer Mac used the closing price of its Class C Non-Voting Common Stock on the New York Stock Exchange on the last trading day before vesting. This policy governed the calculation of the 1,323 shares withheld at $144.36 per share to satisfy Carpenter’s tax liability on the vested awards.

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

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Accepted by SEC EDGAR 04/02/2026 - 05:31 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Carpenter Zachary

(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. Issuer Name and Ticker or Trading Symbol
FEDERAL AGRICULTURAL MORTGAGE CORP [ AGM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class C Non-Voting Common Stock	03/31/2026		F		1,323(1)	D	$144.36(2)	12,213(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On March 31, 2026, (i) 483 restricted stock units vested as the third installment of the time-based award granted in March 2023, for which the Federal Agricultural Mortgage Corporation ("Farmer Mac") retained 234 shares to satisfy withholding requirements, (ii) 1,450 performance-based restricted stock units vested that were granted in March 2023 (725 target units vesting at a 200% performance factor), for which Farmer Mac retained 701 shares to satisfy withholding requirements, (iii) 405 restricted stock units vested as the second installment of the time-based award granted in March 2024, for which Farmer Mac retained 196 shares to satisfy withholding requirements, and (iv) 396 restricted stock units vested as the first installment of the time-based award granted in March 2025, for which Farmer Mac retained 192 shares to satisfy withholding requirements.

2. In accordance with a policy adopted by the Human Capital and Compensation Committee of Farmer Mac's Board of Directors, the price used for the calculation of the number of shares withheld by Farmer Mac in satisfaction of tax liability is the closing price of Farmer Mac's Class C Non-Voting Common Stock on the New York Stock Exchange on the last trading day before the vesting date.

3. Includes 4,496 unvested restricted stock units previously granted pursuant to Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan. The grants of restricted stock units have been described in detail in Farmer Mac's prior filings with the Securities and Exchange Commission. The total amount of securities beneficially owned has been adjusted since the Reporting Person's last filing to reflect 725 more shares that vested on March 31, 2026, as a result of applying a 200% performance factor to 725 target restricted stock units granted in March 2023.

Remarks:

	Geraldine I. Hayhurst, as attorney-in-fact for Zachary Carpenter	04/02/2026
	** Signature of Reporting Person	Date
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 4 (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 4: SEC 1474 (03-26)