What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-02-21 compared with 2024-02-23 · 23 added, 23 removed, 131 unchanged (26% of the section changed)

3 unchanged sentences

These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed under the Exchange Act is accumulated and communicated to Farmer Mac's management on a timely basis to allow decisions about required disclosure.

Management, including Farmer Mac's Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of Farmer Mac's disclosure controls and procedures (as defined under Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of December 31, 2023.

Management, including Farmer Mac's Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of Farmer

Mac's disclosure controls and procedures (as defined under Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of December 31, 2024.

Farmer Mac carried out the evaluation of the effectiveness of its disclosure controls and procedures, required by paragraph (b) of Exchange Act Rules 13a-15 and 15d-15, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer.

7 unchanged sentences

Changes in Internal Control Over Financial Reporting .

There were no changes in Farmer Mac's internal control over financial reporting during the three months ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, Farmer Mac's internal control over financial reporting.

During the fourth quarter of 2024, Farmer Mac modernized its systems of record for its investments, AgVantage, and debt portfolios and its treasury management.

There were no other changes in Farmer Mac's internal control over financial reporting during the year ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, Farmer Mac's internal control over financial reporting.

Other Information

20 unchanged sentences

* 3.1 — Title VIII of the Farm Credit Act of 1971, as most recently amended on June 18, 2020 (Previously filed as Exhibit 3.1 to Form 10-Q filed August 10, 2020).

* 3.2 — Amended and Restated By-Laws of the Registrant (Previously filed as Exhibit 3.2 to Form 10-K filed February 24, 2023).

3.2 — Amended and Restated By-Laws of the Registrant (Previously filed as Exhibit 3.2 to Form 10-Q filed May 6, 2024).

* 4.1 — Specimen Certificate for Farmer Mac Class A Voting Common Stock (Previously filed as Exhibit 4.1 to Form 10-Q filed May 15, 2003).

1 unchanged sentence

* 4.3 — Specimen Certificate for Farmer Mac Class C Non-Voting Common Stock (Previously filed as Exhibit 4.3 to Form 10-Q filed May 15, 2003).

* 4.4 — Specimen Certificate for 6.000% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series C (Previously filed as Exhibit 4.6 to Form 10-Q filed August 11, 2014).

* 4.4.1 — Certificate of Designation of Terms and Conditions of 6.000% Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series C (Previously filed as Exhibit 4.1 to Form 8-A filed June 20, 2014).

* 4.4 — Specimen Certificate for 5.700% Non-Cumulative Preferred Stock, Series D (Previously filed as Exhibit 4.7 to Form 10-Q filed August 1, 2019).

6 unchanged sentences

— Certificate of Designation of Terms and Conditions of 4.875% Non-Cumulative Preferred Stock, Series G (Previously filed as Exhibit 4.1 to Form 8-A filed May 27, 2021).

* 4.9 — Description of the Registrant's securities that are registered under Section 12 of the Securities Exchange Act of 1934 (Previously filed as Exhibit 4.9 to Form 10-Q filed August 5, 2021).

†* 10.1 Employment Agreement dated as of October 15, 2018 between Bradford T.

Nordholm and the Registrant (Previously filed as Exhibit 10.1 to Form 8-K filed October 1, 2019).

4.8 — Description of the Registrant's securities that are registered under Section 12 of the Securities Exchange Act of 1934.

(Previ ously fil ed as E xhib it 4.9 to Form 10-Q filed November 4, 2024 ).

— Amended Employment Agreement dated December 23, 2020, between Bradford T.

Nordholm and the R egistrant (Previously filed as Exhibi t 10.1 to Form 8-K filed December 30 , 2020).

†* 10.1.1 — First Amendment to Amended Employment Agreement dated as of September 28, 2022 between Bradford T.

6 unchanged sentences

— Form of SARs Award Agreement under the 2008 Omnibus Incentive Plan for grants made on or after April 1, 2015 (Previously filed as Exhibit 10.1 to Form 8-K filed on April 3, 2015).

— Form of Performance-Based Restricted Stock Agreement (Officers) under the 2008 Omnibus Form of Performance-Based Restricted Stock Agreement (Officers) under the 2008 Omnibus Incentive Plan for grants made on or after March 3, 2020 (Previously filed as Exhibit 10.1 to Form 8-K filed March 9 , 2020).

†* 10.3 — Federal Agricultural Mortgage Corporation Amended and Restated Executive Officer Severance Plan (effective January 16, 2020) (Previously filed as Exhibit 10.1 to Form 8-K filed January 23, 2020).

3 unchanged sentences

10.7 — Amended Adoption Agreement of the Nonqualified Deferred Compensation Plan, effective November 15, 2023.

(Previously filed as Exhibit 10.7 to Form 10-K filed February 23, 202 4 ).

— Form of Indemnification Agreement for Directors (Previously filed as Exhibit 10.1 to Form 8-K filed April 9, 2008).

6 unchanged sentences

— Amended and Restated Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of March 24, 2011 (Previously filed as Exhibit 10.22 to Form 10-Q filed May 10, 2011).

Amended and Restated First Supplemental Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of January 8, 2015 (Previously filed as Exhibit 10.1 to Form 8-K filed January 13, 2015).

Second Amended and Restated First Supplemental Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of February 26, 2018 (Previously filed as Exhibit 10.1 to Form 10-Q filed May 10, 2018).

Third Amended and Restated First Supplemental Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of May 20, 2021 (Previously filed as Exhibit 10.1 to Form 8-K filed May 20, 2021).

Fourth Amended and Restated First Supplemental Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of June 15, 2022 (Previously filed as Exhibit 10.1 to Form 8-K filed June 21, 2022).

* 10.11.1 — F ifth Amended and Restated First Supplemental Note Purchase Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, and the Registrant, dated as of January 14, 2025 (Previously filed as Exhibit 10.1 to Form 8-K filed January 14, 2025 ).

— Amended and Restated Master Sale and Servicing Agreement between National Rural Utilities Cooperative Finance Corporation and the Registrant, dated as of August 12, 2011 (Previously filed as Exhibit 10.26 to Form 10-Q filed November 9, 2011).

1 unchanged sentence

1 to Amended and Restated Master Sale and Servicing Agreement between National Rural Utilities Cooperative Finance Corporation and the Registrant, dated as of November 28, 2016 (Previously filed as Exhibit 10.17 to Form 10-K filed March 9, 2017)

Second Amended, Restated and Consolidated Pledge Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, U.S.

Bank National Association, and the Registrant, dated as of July 31, 2015 (Previously filed as Exhibit 10.3 to Form 10-Q filed November 9, 2015).

— T hird Amended, Restated and Consolidated Pledge Agreement between Farmer Mac Mortgage Securities Corporation, National Rural Utilities Cooperative Finance Corporation, U.S.

Bank National Association, and the Registrant, dated as of J anuary 14 , 20 2 5 (Previously filed as Exhibit 10.

2 to Form 8-K filed January 14 , 20 2 5).

— Long Term Standby Commitment to Purchase between National Rural Utilities Cooperative Finance Corporation and the Registrant, dated as of August 31, 2015 (Previously filed as Exhibit 10.4 to Form 10-Q filed November 9, 2015).

6 unchanged sentences

— Loan Participation and Servicing Agreement between CoBank, ACB and the Registrant, dated as of February 13, 2019 (Previously filed as Exhibit 10.2 to Form 8-K filed February 20, 2019).

19.1 — Insider trading a r r angements and policies , as required by applicable listing standards adopted pursuant to 17 CFR 229 .408

* 21 — List of the Registrant's subsidiaries (Previously filed as Exhibit 21 to Form 10-K filed March 8, 2018).

** 31.1 — Certification of Registrant's principal executive officer relating to the Registrant's Quarterly Report on Form 10- K for the year ended D ecember 31 , 2023, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

** 31.2 — Certification of Registrant's principal financial officer relating to the Registrant's Quarterly Report on Form 10- K for the year ended December 31 , 2023, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

** 32 — Certification of Registrant's principal executive officer and principal financial officer relating to the Registrant's Quarterly Report on Form 10- K for the year ended December 31 , 2023, pursuant to 18 U.S.C.

** 31.1 — Certification of Registrant's principal executive officer relating to the Registrant's Annual Report on Form 10 - K for the year ended December 31 , 2024, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

** 31.2 — Certification of Registrant's principal financial officer relating to the Registrant's Annual Report on Form 10- K for the year ended December 31 , 2024, pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

** 32 — Certification of Registrant's principal executive officer and principal financial officer relating to the Registrant's Annual Report on Form 10- K for the year ended December 31 , 2024, pursuant to 18 U.S.C.

§ 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

** 97.1 — Policy relating to recovery of erroneously awarded compensation, as required by applicable listing standards adopted pursuant to 17 CFR 240.10D-1

97.1 — Policy relating to recovery of erroneously awarded compensation , as required by applicable listing standards adopted pursuant to 17 CFR 240.10D-1 (Previously filed as Exhibit 97.1 to Form 10 -K filed February 2 3 , 20 24 ) .

** 101.INS — Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

32 unchanged sentences

Name Title Date

/s/ Dennis L.

Brack Director February 23, 2024

/s/ Chester J.

2 unchanged sentences

Davidson Director February 21, 2025

/s/ Everett M.

Dobrinski Director February 23, 2024

Engebretsen Director February 21, 2025

4 unchanged sentences

McKissack Director February 21, 2025

/s/ Jeffrey L.

Plagge Director February 21, 2025

Riel Director February 21, 2025

/s/ Robert G.

2 unchanged sentences

Stones Director February 21, 2025

Tiarks Director February 23, 2024

Ware Director February 21, 2025

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures