FEDERAL AGRICULTURAL MORTGAGE CORPORATION (NYSE:AGM) Files An 8-K Submission of Matters to a Vote of Security Holders

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FEDERAL AGRICULTURAL MORTGAGE CORPORATION (NYSE:AGM) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 4, 2017, the Federal Agricultural Mortgage Corporation
(Farmer Mac) held its Annual Meeting of Stockholders. At that
meeting, the holders of Farmer Macs voting common stock: (1)
elected all ten of the nominees for director identified in Farmer
Macs Proxy Statement previously filed on April 3, 2017 and on the
ballot; (2) ratified the selection of PricewaterhouseCoopers LLP as
Farmer Macs independent registered public accounting firm for the
fiscal year ending December 31, 2017; (3) approved an advisory
proposal approving the compensation of Farmer Macs named executive
officers as described in Farmer Macs Proxy Statement previously
filed on April 3, 2017; and (4) approved an advisory proposal
selecting the frequency of one year for future stockholder advisory
votes to approve the compensation of Farmer Macs named executive
officers. Shares were voted on these four items as set forth below.
Election of Directors
Farmer Macs federal charter provides that five directors are
elected annually by a plurality of the votes of the holders of
Class A Voting Common Stock and five directors are elected annually
by a plurality of the votes of the holders of Class B Voting Common
Stock. Listed below are the final results for the election of
directors (by class, with cumulative voting):
Class A Stockholders
Nominee
Number of Votes For
Broker Non-Votes
Dennis L. Brack
649,143
95,404
James R. Engebretsen
649,143
95,404
Dennis A. Everson
648,768
95,404
Mitchell A. Johnson
647,768
95,404
Clark B. Maxwell
655,018
95,404
Class B Stockholders
Nominee
Number of Votes For
Broker Non-Votes
Richard H. Davidson
591,526
None
Douglas A. Felton
591,527
None
Douglas L. Flory
88,474
None
Thomas W. Hill
591,864
None
Douglas E. Wilhelm
591,864
None
Based on these voting results, the following individuals were
elected to serve as directors of Farmer Mac for one-year terms
until Farmer Macs next Annual Meeting of Stockholders: Dennis L.
Brack, Richard H. Davidson, James R. Engebretsen, Dennis A.
Everson, Douglas A. Felton, Douglas L. Flory, Thomas W. Hill,
Mitchell A. Johnson, Clark B. Maxwell, and Douglas E. Wilhelm.
In addition to the ten directors elected at the Annual Meeting of
Stockholders on May 4, 2017, the following directors appointed by
the President of the United States continue to serve as directors
of Farmer Mac: Lowell L. Junkins (Chairman), Myles J. Watts (Vice
Chairman), Chester J. Culver, Sara L. Faivre, and Bruce J.
Sherrick. Those five directors have no specified term and serve at
the pleasure of the President of the United States.
Ratification of Selection of PricewaterhouseCoopers LLP as Farmer
Macs Independent Registered Public Accounting Firm for 2017
Farmer Macs By-Laws provide that the Audit Committees selection of
accountants shall be made annually in advance of the Annual Meeting
of Stockholders and shall be submitted for ratification or
rejection at such meeting. Farmer Macs Audit Committee previously
selected PricewaterhouseCoopers LLP as Farmer Macs independent
registered public accounting firm for the fiscal year ending
December 31, 2017. Listed below are the final results for the
stockholder vote on the ratification of that selection (Class A
votes and Class B votes combined):
Number of Votes
For
1,221,210
Against
21,538
Abstain
Broker Non-Votes
None
Advisory Vote to Approve Compensation of Farmer Mac’s Named
Executive Officers (Say-on-Pay)
Listed below are the final results for the stockholder Say-on-Pay
advisory vote (Class A votes and Class B votes combined):
Number of Votes
For
934,944
Against
8,550
Abstain
204,750
Broker Non-Votes
95,404
Advisory Vote to Approve Frequency of Future Advisory Votes on
Compensation of Farmer Mac’s Named Executive Officers
(Say-on-Frequency)
Listed below are the final results for the stockholder
Say-on-Frequency advisory vote (Class A votes and Class B votes
combined):
Number of Votes
One Year
910,249
Two Years
1,700
Three Years
32,145
Abstain
204,150
Broker Non-Votes
95,404
Farmer Mac intends to hold future advisory Say-on-Pay votes every
year. However, because this vote is advisory and not binding on
Farmer Macs Board of Directors or Farmer Mac, Farmer Macs Board of
Directors may decide that it is in the best interests of Farmer
Macs stockholders and Farmer Mac to hold an advisory vote less
frequently than the option selected by Farmer Macs stockholders.
Additionally, Farmer Macs Board of Directors may reevaluate this
determination after the next stockholder Say-on-Frequency advisory
vote.


About FEDERAL AGRICULTURAL MORTGAGE CORPORATION (NYSE:AGM)

Federal Agricultural Mortgage Corporation (Farmer Mac) provides a secondary market for a range of loans made to borrowers in rural America. The Company operates through four segments: Farm & Ranch, the United States Department of Agriculture (USDA) Guarantees, Rural Utilities and Institutional Credit. The Company purchases mortgage loans on agricultural real estate and rural housing under the Farm & Ranch line of business. Under the USDA Guarantees business, Farmer Mac II LLC, a subsidiary of Farmer Mac, purchases agricultural, rural development, business and industry, and community facilities loans guaranteed by the USDA. The Company purchases and guarantees securities backed by rural utilities loans under the Rural Utilities business. Under the Institutional Credit line of business, Farmer Mac purchases or guarantees general obligations of institutions approved by Farmer Mac. The Company sells its guarantees of securities under the AgVantage brand name.

FEDERAL AGRICULTURAL MORTGAGE CORPORATION (NYSE:AGM) Recent Trading Information

FEDERAL AGRICULTURAL MORTGAGE CORPORATION (NYSE:AGM) closed its last trading session up +1.47 at 56.24 with 84,043 shares trading hands.