Item 5. Other Information
Item 5. Other Information
Director and Officer Trading Arrangements
None of Farmer Mac's directors or executive officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the three months ended September 30, 2025.
Item 6. Exhibits and Financial Statement Schedules
a. (1) Financial Statements.
Refer to Item 8 above.
(2) Financial Statement Schedules.
There are no schedules because they are not applicable, not required, or the information required to be set
forth therein is included in the consolidated financial statements or in notes thereto.
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* 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 — By-Laws of the Registrant, as amended and restated by the Board of Directors through May 15, 2025 (Previously filed as Exhibit 3.1 to Form 8-K filed May 21, 2025).
* 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).
* 4.2 — Specimen Certificate for Farmer Mac Class B Voting Common Stock (Previously filed as Exhibit 4.2 to Form 10-Q filed May 15, 2003).
* 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 5.700% Non-Cumulative Preferred Stock, Series D (Previously filed as Exhibit 4.7 to Form 10-Q filed August 1, 2019).
* 4.4.1
— Certificate of Designation of Terms and Conditions of 5.700% Non-Cumulative Preferred Stock, Series D (Previously filed as Exhibit 4.1 to Form 8-A filed May 13, 2019).
* 4.5 — Specimen Certificate for 5.750% Non-Cumulative Preferred Stock, Series E (Previously filed as Exhibit 4.7 to Form 10-Q filed August 10, 2020).
* 4.5.1
— Certificate of Designation of Terms and Conditions of 5.750% Non-Cumulative Preferred Stock, Series E (Previously filed as Exhibit 4.1 to Form 8-A filed May 20, 2020).
* 4.6 — Specimen Certificate for 5.250% Non-Cumulative Preferred Stock, Series F (Previously filed as Exhibit 4.8 to Form 10-Q filed November 9, 2020).
* 4.6.1
— Certificate of Designation of Terms and Conditions of 5.250% Non-Cumulative Preferred Stock, Series F (Previously filed as Exhibit 4.1 to Form 8-A filed August 20, 2020).
* 4.7 — Specimen Certificate for 4.875% Non-Cumulative Preferred Stock, Series G (Previously filed as Exhibit 4.8 to Form 10-Q filed August 5, 2021).
* 4.7.1
— 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).
** 4.8 Specimen Certificate for 6.500 % Non-Cumulative Preferred Stock, Series H .
* 4.8.1
Certificate of Designation of Terms and Conditions of 6.500 % Non-Cumulative Preferred Stock, Series H (Previously filed as Exhibit 4.1 to Form 8-A filed August 25, 2025 ).
** 4.9 — Description of the Registrant's securities that are registered under Section 12 of the Securities Exchange Act of 1934.
*
10.1 Transition Agreement dated August 14, 2025, between Stephen P. Mullery and the Registrant ( Previously filed as Exhibit 10. 1 to Form 8-K filed August 18 , 2025).
*
10.2 Second Amendment to Amended Employment Agreement dated September 25, 2025 between Bradford T. Nordholm and the R egistrant (Previously filed as Exhibit 10.1 to Fo rm 8-K filed September 30 , 2025 ).
*
10.3 Employment Agreement dated September 30 , 2025 between Zachary N. Carpenter and the Registrant (Previously filed as Exhibit 10. 2 to Form 8-K filed September 30, 2025).
** 31.1 — Certification of Registrant's principal executive officer relating to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30 , 2025, 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-Q for the quarter ended September 30, 2025, 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-Q for the quarter ended September 30, 2025, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
** 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
** 101.SCH — Inline XBRL Taxonomy Extension Schema
** 101.CAL — Inline XBRL Taxonomy Extension Calculation
** 101.DEF — Inline XBRL Taxonomy Extension Definition
** 101.LAB — Inline XBRL Taxonomy Extension Label
** 101.PRE — Inline XBRL Taxonomy Extension Presentation
** 104 — Cover Page Inline Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document included as Exhibit 101
113
* Incorporated by reference to the indicated prior filing.
** Filed with this report.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FEDERAL AGRICULTURAL MORTGAGE CORPORATION
/s/ Bradford T. Nordholm November 3, 2025
By: Bradford T. Nordholm
Chief Executive Officer
(Principal Executive Officer)
/s/ Gregory N. Ramsey
November 3, 2025
By: Gregory N. Ramsey
Vice President – Chief Accounting Officer
(Principal Financial Officer and Principal Accounting Officer)
115
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.