Freddie Mac (FMCC) appoints Kenny M. Smith as CEO and director

Rhea-AI Filing Summary

Freddie Mac has appointed Kenny M. Smith as its new Chief Executive Officer, effective December 17, 2025, and he will also join the company’s Board of Directors on that date.

Smith, age 64, is a retired senior principal of Deloitte Consulting, where he worked since 1993, including serving as Vice Chairman and U.S. Financial Services Industry Leader and as Global Lead Client Service Partner for Wells Fargo & Company. His direct compensation as CEO will consist solely of base salary of $600,000 per year, pro-rated for his service in 2025, along with eligibility for employee benefits previously described in Freddie Mac’s 2024 Annual Report.

Freddie Mac will enter into a memorandum agreement, as well as restrictive covenant, confidentiality, and indemnification agreements with Smith, using forms previously filed for executive officers. Michael Hutchins will remain President of Freddie Mac and continue to serve on its Board.

Insights

Corporate governance analyst

Freddie Mac names a new CEO with extensive advisory experience; impact appears neutral.

Freddie Mac is appointing Kenny M. Smith as Chief Executive Officer effective December 17, 2025, and adding him to its Board. This concentrates executive and board influence in one individual but follows a common large‑company structure where the CEO also serves as a director.

Smith’s background as a retired senior principal at Deloitte Consulting, including roles leading its U.S. financial services practice and advising major financial institutions, suggests deep sector familiarity rather than an operational insider profile. His direct compensation is limited to a base salary of $600,000 per year, pro-rated for 2025, with no additional direct incentive elements disclosed here.

The company will use existing forms of restrictive covenant, confidentiality, and indemnification agreements that already apply to executive officers, signaling standardized governance protections rather than bespoke arrangements. Michael Hutchins remaining as President and a director provides continuity in senior leadership as Smith assumes the CEO role.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2025

Federal Home Loan Mortgage Corporation

(Exact name of registrant as specified in its charter)

Freddie Mac

Federally chartered corporation

001-34139

52-0904874

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

8200 Jones Branch Drive

McLean

Virginia

22102-3110

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (703) 903-2000

Not applicable 

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
None			N/A			N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 16, 2025, Freddie Mac (formally the Federal Home Loan Mortgage Corporation) announced that Kenny M. Smith has been appointed as Chief Executive Officer, effective December 17, 2025. Mr. Smith also will become a member of Freddie Mac’s Board of Directors (the Board) on December 17, 2025.

Mr. Smith, age 64, is a retired senior principal of Deloitte Consulting LLP (“Deloitte”) where he served since 1993, including as Vice Chairman, U.S. Financial Services Industry Leader from 2015 to 2020. While at Deloitte, he also served as Global Lead Client Service Partner for Wells Fargo & Company from 2008 to 2019, and as a senior industry advisory partner for numerous clients. Mr. Smith has extensive Board experience including serving on the Deloitte Board Council, the Deloitte Nominating Committee, the National Council of Real Estate Fiduciaries Board and several community, private club, and charitable organizations.

Freddie Mac has entered into a Memorandum Agreement with Mr. Smith, which provides for his employment as Chief Executive Officer of Freddie Mac. Mr. Smith’s direct compensation as Chief Executive Officer will consist solely of base salary at the rate of $600,000 per year, pro-rated for the period of service in 2025. Mr. Smith will also be eligible to receive employee benefits, as described in Freddie Mac’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 12, 2025 (the 2024 Annual Report).

Freddie Mac also will enter into a restrictive covenant and confidentiality agreement with Mr. Smith, the form of which is filed as Exhibit 10.3 to Freddie Mac’s Quarterly Report on Form 10-Q filed on July 29, 2021. In addition, Freddie Mac will enter into an indemnification agreement with Mr. Smith, the form of which is filed as Exhibit 10.27 to Freddie Mac’s Annual Report on Form 10-K filed on February 10, 2022. For a description of these agreements, see the 2024 Annual Report under the headings “Executive Compensation – Compensation Discussion and Analysis – Written Agreements Relating to NEO Employment – Restrictive Covenant and Confidentiality Agreements” and “Executive Compensation – Compensation Discussion and Analysis – Written Agreements Relating to NEO Employment – Indemnification Agreements,” which descriptions are incorporated herein by reference.

Michael Hutchins will remain as Freddie Mac’s President, and will continue to serve on its Board.

_____________________________________________________________________________________________________

Freddie Mac Form 8-K

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The exhibits listed in the Exhibit Index below are being submitted with this report.

Exhibit Number						Description of Exhibit
10.1						Memorandum Agreement, Dated December 16, 2025, between Freddie Mac and Kenny M. Smith†
10.2						Form of Indemnification Agreement between the Federal Home Loan Mortgage Corporation and Executive Officers (incorporated by reference to Exhibit 10.27 to the Registrant's Annual Report on Form 10-K filed on February 10, 2022)†
10.3						Form of Restrictive Covenant and Confidentiality Agreement between the Federal Home Loan Mortgage Corporation and Executive Officers (incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on July 29, 2021) †
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)
†			This exhibit is a management contract or compensatory plan, contract, or arrangement.

_____________________________________________________________________________________________________

Freddie Mac Form 8-K

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FEDERAL HOME LOAN MORTGAGE CORPORATION
By:			/s/			Matthew D. Abrusci
						Matthew D. Abrusci
						EVP, General Counsel & Corporate Secretary

Date: December 16, 2025

______________________________________________________________________________________________________

Freddie Mac Form 8-K

FAQ

Who was appointed as Freddie Mac (FMCC)'s new Chief Executive Officer?

Freddie Mac appointed Kenny M. Smith as its new Chief Executive Officer, and he will also become a member of the Board of Directors.

When does Kenny M. Smith's role as Freddie Mac (FMCC) CEO become effective?

Kenny M. Smith’s appointment as Chief Executive Officer and his membership on the Board become effective on December 17, 2025.

What is Kenny M. Smith's compensation as CEO of Freddie Mac (FMCC)?

As CEO, Kenny M. Smith’s direct compensation will consist solely of a base salary of $600,000 per year, pro-rated for his period of service in 2025, plus eligibility for employee benefits described in Freddie Mac’s 2024 Annual Report.

What is Kenny M. Smith's professional background before joining Freddie Mac (FMCC)?

Kenny M. Smith is a retired senior principal of Deloitte Consulting LLP, where he served since 1993. His roles included Vice Chairman and U.S. Financial Services Industry Leader from 2015 to 2020 and Global Lead Client Service Partner for Wells Fargo & Company from 2008 to 2019, along with various senior advisory and board-related positions.

Will Michael Hutchins remain in a leadership role at Freddie Mac (FMCC)?

Yes. Michael Hutchins will remain as Freddie Mac’s President and will continue to serve on its Board of Directors.

What agreements will Freddie Mac (FMCC) enter into with Kenny M. Smith?

Freddie Mac has entered into a Memorandum Agreement with Kenny M. Smith for his employment as CEO and will also enter into a restrictive covenant and confidentiality agreement and an indemnification agreement, using forms previously filed for executive officers in prior SEC reports.