Sec Form 3 Filing - Maines Robert J @ FEDERAL AGRICULTURAL MORTGAGE CORP - 2021-04-01

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Maines Robert J
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)
SVP - Operations
(Last) (First) (Middle)
C/O FARMER MAC 1999 K STREET NW, 4TH FL
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2021
(Street)
WASHINGTON, DC20006
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 1,888 ( 1 ) ( 2 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Stock Appreciation Right $ 88.68 ( 3 ) 03/02/2031 Class C Non-Voting Common Stock 1,248 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Maines Robert J
C/O FARMER MAC 1999 K STREET NW
4TH FL
WASHINGTON, DC20006
SVP - Operations
Signatures
Stephen P. Mullery, as attorney-in-fact for Robert J. Maines 04/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes restricted stock units ("RSUs") previously granted under the Amended and Restated 2008 Omnibus Incentive Plan of the Federal Agricultural Mortgage Corporation ("Farmer Mac"). Each RSU represents the contingent right to receive, upon vesting of the unit, one share of Farmer Mac's Class C Non-Voting Common Stock. Mr. Maines was granted: (i) 957 time-based RSUs on April 1, 2020, which will vest on April 15, 2023; (ii) 621 time-based RSUs on March 2, 2021 that includes three installments of 207 RSUs, each of which will vest on March 31, 2022, March 31, 2023, and March 31, 2024, respectively, and [text continued in footnote 2 below].
( 2 )Also includes (iii) a target amount of 310 performance-based RSUs granted on March 2, 2021, which will vest on March 31, 2024 in a varying amount between 50% and 200% of the target amount if Farmer Mac meets certain performance objectives related to business volume, as specified in the related award agreement, for the period starting on January 1, 2021 and ending on December 31, 2023, subject to "gatekeepers" related to compliance with regulatory capital requirements and specified asset quality metrics. Any adjustment to the target award of performance-based RSUs will be reported at the time of the actual determination of performance as compared to the applicable threshold. In no event will the number of shares awarded upon vesting of the performance-based RSUs exceed 200% of the target amount of RSUs.
( 3 )Exercisable beginning March 31, 2022 with respect to 416 shares, beginning March 31, 2023 with respect to 416 shares, and beginning March 31, 2024 with respect to 416 shares.

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).

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