Federal Agricultural Mortgage Corp updates by-laws

On May 15, 2025, Federal Agricultural (NYSE:AGM) Mortgage Corporation, commonly known as Farmer Mac, announced amendments to its by-laws following a Board of Directors meeting. The changes include a redefinition of "executive officer" to include roles of Executive Vice President or higher and others determined by the Board to be responsible for a principal business unit or function, or who perform a policy-making function as per SEC rules. The Chief Executive Officer has been granted the authority to appoint officers at the rank of Senior Vice President or below. Additionally, the role of Controller has been updated to Chief Accounting Officer.

Further amendments were made to clarify the responsibilities of Farmer Mac’s eight standing committees, including the Audit Committee’s authority to appoint and oversee the internal audit function leader, and the Enterprise Risk Committee’s extended oversight to include risks associated with the use of artificial intelligence.

During the Annual Meeting of Stockholders on May 15, stockholders elected ten directors to the Board, ratified the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2025, and approved an advisory proposal on executive compensation. The directors elected will serve one-year terms until the next Annual Meeting of Stockholders.

The election of directors is divided between Class A and Class B stockholders, with each class electing five directors. The newly elected directors join five other directors appointed by the President of the United States, who serve at the President’s pleasure without a specified term.

The amendments to the by-laws and other decisions made during the Annual Meeting are detailed in the Exhibit 3.1 filed with this report. This information is based on the press release statement and the official SEC filing.

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