Farmer Mac (NYSE: AGM) withholds shares to cover officer RSU taxes

Rhea-AI Filing Summary

Federal Agricultural Mortgage Corp reported that Principal Accounting Officer Gregory Ramsey had restricted stock units vest and used shares to cover taxes. On March 31, 2026, 205 shares of Class C Non-Voting Common Stock were withheld at $144.36 per share to satisfy tax liabilities.

These shares were withheld by the company as part of RSU vesting, not sold in the open market. After this tax-withholding disposition, Ramsey directly holds 3,351 Class C Non-Voting Common shares and has 874 unvested restricted stock units outstanding.

Insider Trade Summary

Net Seller: 205 shares

Net Sell 1 txn

Insider Ramsey Gregory

Role Principal Accounting Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class C Non-Voting Common Stock	205	$144.36	$30K

Holdings After Transaction: Class C Non-Voting Common Stock — 3,351 shares (Direct)

Footnotes (3)

1. F1. On March 31, 2026, (i) 182 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 83 shares to satisfy withholding requirements, (ii) 135 restricted stock units vested as the second installment of the time-based award granted in March 2024, for which Farmer Mac retained 61 shares to satisfy withholding requirements and, (iii) 134 restricted stock units vested as the first installment of the time-based award granted in March 2025, for which Farmer Mac retained 61 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 874 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.

Key Figures

Tax-withheld shares: 205 shares Withholding price: $144.36 per share Post-transaction holdings: 3,351 shares +2 more

5 metrics

Tax-withheld shares 205 shares Shares withheld on March 31, 2026 to satisfy tax liability

Withholding price $144.36 per share Closing price used to calculate RSU tax withholding

Post-transaction holdings 3,351 shares Class C Non-Voting Common Stock held directly after transaction

Unvested RSUs 874 units Unvested restricted stock units under Omnibus Incentive Plan

RSUs vested by award year 182, 135, 134 units Tranches from 2023, 2024 and 2025 RSU awards vesting on March 31, 2026

Key Terms

restricted stock units, withholding requirements, Class C Non-Voting Common Stock, Human Capital and Compensation Committee, +1 more

5 terms

restricted stock units financial

"182 restricted stock units vested as the third installment of the time-based award"

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.

withholding requirements financial

"Farmer Mac retained 83 shares to satisfy withholding requirements"

Class C Non-Voting Common Stock financial

"the closing price of Farmer Mac's Class C Non-Voting Common Stock on the New York Stock Exchange"

Human Capital and Compensation Committee financial

"a policy adopted by the Human Capital and Compensation Committee of Farmer Mac's Board of Directors"

Amended and Restated 2008 Omnibus Incentive Plan financial

"Includes 874 unvested restricted stock units previously granted pursuant to Farmer Mac's Amended and Restated 2008 Omnibus Incentive Plan"

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Form 4 Insider Transactions: What Each Field Means →

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

FAQ

What insider transaction did AGM principal accounting officer report?

AGM Principal Accounting Officer Gregory Ramsey reported a tax-withholding disposition of 205 shares. These Class C Non-Voting Common shares were withheld by Federal Agricultural Mortgage Corp to cover taxes on vested restricted stock units, rather than sold in the open market.

How many AGM shares were withheld for taxes in this Form 4?

A total of 205 AGM Class C Non-Voting Common shares were withheld for taxes. The shares were valued at $144.36 each, based on the closing price before vesting, under the company’s Human Capital and Compensation Committee policy.

How many AGM shares does Gregory Ramsey hold after this transaction?

After the tax-withholding transaction, Gregory Ramsey directly holds 3,351 AGM Class C Non-Voting Common shares. In addition, he has 874 unvested restricted stock units outstanding under Federal Agricultural Mortgage Corp’s Amended and Restated 2008 Omnibus Incentive Plan.

Were AGM shares sold on the market in this Form 4 filing?

No open-market sale occurred; AGM withheld 205 shares to satisfy tax obligations on vested restricted stock units. The Form 4 lists the transaction with code F, which indicates payment of tax liability by delivering securities back to the issuer.

What RSU awards vested for AGM’s Gregory Ramsey on March 31, 2026?

Three RSU tranches vested: 182 units from a March 2023 award, 135 from a March 2024 award, and 134 from a March 2025 award. From these, AGM retained 83, 61, and 61 shares respectively to meet tax withholding requirements.

How does AGM determine the number of shares withheld for RSU taxes?

AGM uses 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 price, here $144.36, is used to calculate how many shares to retain for tax withholding.

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^*

Ramsey Gregory

(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)
	Principal Accounting Officer

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		205(1)	D	$144.36(2)	3,351(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) 182 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 83 shares to satisfy withholding requirements, (ii) 135 restricted stock units vested as the second installment of the time-based award granted in March 2024, for which Farmer Mac retained 61 shares to satisfy withholding requirements and, (iii) 134 restricted stock units vested as the first installment of the time-based award granted in March 2025, for which Farmer Mac retained 61 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 874 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.

Remarks:

	Geraldine I. Hayhurst, as attorney-in-fact for Gregory Ramsey	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)