Sec Form 3 Filing - Willie Kerry T @ FEDERAL AGRICULTURAL MORTGAGE CORP - 2026-08-17

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
Willie Kerry T
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)
EVP - Chief HR Officer
(Last) (First) (Middle)
C/O FARMER MAC, 2100 PENNSYLVANIA AVE., NW, SUITE 450N
3. Date of Earliest Transaction (MM/DD/YY)
08/17/2026
(Street)
WASHINGTON, DC20037
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 3,663 ( 1 ) ( 2 ) ( 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 (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 $ 135.2 ( 4 ) 03/09/2033 Class C Non-Voting Common Stock 187 D
Stock Appreciation Right $ 198.54 ( 5 ) 03/05/2034 Class C Non-Voting Common Stock 462 D
Stock Appreciation Right $ 202.01 ( 6 ) 03/06/2035 Class C Non-Voting Common Stock 459 D
Stock Appreciation Right $ 162.15 ( 7 ) 03/05/2036 Class C Non-Voting Common Stock 759 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Willie Kerry T
C/O FARMER MAC
2100 PENNSYLVANIA AVE., NW, SUITE 450N
WASHINGTON, DC20037
EVP - Chief HR Officer
Signatures
Geraldine I. Hayhurst, as attorney-in-fact for Kerry T. Willie 08/27/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 1,119 unvested restricted stock units ("RSUs") previously granted pursuant to the Federal Agricultural Mortgage Corporation ("Farmer Mac") Amended and Restated 2008 Omnibus Incentive Plan ("Plan"). Ms. Willie was granted: (i) 381 RSUs on March 5, 2026, which will vest in three equal annual installments of 127 RSUs on March 31, 2027, March 31, 2028, and March 31, 2029, respectively; (ii) 184 RSUs on March 6, 2025, of which 92 RSUs will vest on each of March 31, 2027, and March 31, 2028; and (iii) 90 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, provided that Ms. Willie remains employed by Farmer Mac on the applicable vesting date.
( 2 )In addition, Ms. Willie was granted a target number of 191 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. Ms. Willie was granted a target number of 138 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. Ms. Willie was granted a target number of 135 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 9, 2023 and is fully vested.
( 5 )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 154 shares, will vest and become exercisable on March 31, 2027.
( 6 )This stock appreciation right was granted under the Plan on March 6, 2025 and vests in three equal annual installments of 153 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.
( 7 )This stock appreciation right was granted under the Plan on March 5, 2026 and vests in three equal annual installments of 253 shares each. The installments will become exercisable on March 31, 2027, March 31, 2028, and March 31, 2029.

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