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FEDERAL AGRICULTURAL MORTGAGE CORP

For the period ended Apr 15, 2026. Filed Apr 13, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 15, 2026 · Filed Apr 13, 2026

AGM$180.20-9.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. )

xFiled by the Registrant¨Filed by a Party other than the Registrant
Check the appropriate box:
¨Preliminary Proxy Statement
¨CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2))
xDefinitive Proxy Statement
¨Definitive Additional Materials
¨Soliciting Material Under Rule 14a-12

FEDERAL AGRICULTURAL MORTGAGE CORPORATION

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):
xNo fee required.
¨Fee paid previously with preliminary materials.
¨Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

To Holders of Farmer Mac

Voting Common Stock

DEAR FARMER MAC STOCKHOLDER:

The Board of Directors of the Federal Agricultural

Mortgage Corporation ("Farmer Mac") is pleased to

invite you to attend Farmer Mac's 2026 Annual

Meeting of Stockholders to be held on Thursday,

May 14, 2026, at 8:00 a.m. Eastern Time at the

third floor conference center in Farmer Mac's

headquarters located at 2100 Pennsylvania

Avenue, NW, Washington, DC 20037 ("Farmer

Mac Headquarters"). Webcast: https://

www.farmermac.com/investors/events-

presentations/

We request any stockholder who wants to attend the

meeting in person to register by May 12, 2026 by

sending an email toir@farmermac.com with "Farmer

Mac Meeting Registration" in the subject line.

Individuals who attend the meeting in person should

arrive early to allow time to get through security. The

Notice of Annual Meeting and Proxy Statement

accompanying this letter describe the business to be

transacted at the meeting.

We hope you will be able to attend the meeting and

suggest you read the Notice of Annual Meeting and Proxy

Statement for information about Farmer Mac and the

Annual Meeting of Stockholders. We have also enclosed

Farmer Mac's 2025 Annual Report. Although the Annual

Report is not proxy soliciting material, we suggest you read

it for more information about Farmer Mac. Please

complete, sign, date, and return a proxy card at your

earliest convenience to help us establish a quorum and

avoid the cost of further solicitation. The giving of your

proxy will not affect your right to vote your shares

personally if you attend the meeting. If you plan to attend

the meeting, please so indicate on the enclosed proxy card.

Sincerely,

LOWELL L. JUNKINSBoard Chair

I

Proxy Statement Summary

OUR MISSION FOR AGRICULTURE, INFRASTRUCTURE, AND RURAL AMERICA

Farmer Mac proudly serves as a company driven by its

mission to increase the accessibility of financing to

provide vital liquidity for American agriculture and rural

infrastructure. Created by Congress, Farmer Mac offers

a secondary market that provides liquidity to our

nation’s agricultural and infrastructure businesses,

supporting a vibrant and strong rural America. We offer

a wide range of solutions to help meet financial

institutions’ growth, liquidity, risk management, and

capital relief needs across markets, including

agriculture, agribusiness, broadband infrastructure,

power and utilities, and renewable energy. Farmer Mac

also serves as a critical investment tool for states,

counties, municipalities, pension funds, banks, public

trust funds, and credit unions by offering investment

opportunities that provide diversification in their

investment portfolios, issuance structure flexibility, and a

competitive return on their investment dollars.

Farmer Mac's record 2025 performance reflects our

unique position to facilitate competitive access to

financing that fuels growth, innovation, and prosperity in

America's rural and agricultural communities. Our broad

range of products and solutions addresses the

sweeping scope and ever-changing needs of America's

agricultural and infrastructure finance businesses.

FINANCIAL RESULTS1

CAPITAL

$112.77 Book Value per Share (12/31/2025)

QUARTERLY DIVIDENDS

7% Year-over-Year Dividend Increase

(1)Core earnings and net effective spread are non-GAAP measures. For a reconciliation of core earnings to GAAP net income and a reconciliation of

net effective spread to GAAP net interest income, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations”

in Farmer Mac’s Annual Report on Form 10-K filed with the SEC on February 19, 2026.

II

Farmer Mac 2026 Proxy Statement

MEETING AGENDA VOTING MATTERS

Proposal 1ELECTION OF DIRECTORSForPage 13
Proposal 2SELECTION OF INDEPENDENT AUDITORForPage 74
Proposal 3ADVISORY VOTE TO APPROVE THE COMPENSATION OF FARMER MAC’S NAMED EXECUTIVE OFFICERSForPage 75

MEETING AND VOTING INFORMATION

Date and Time

8:00 a.m. Eastern Time

May 14, 2026

Location

Third Floor Conference Center

Farmer Mac Headquarters

Webcast & Teleconference Information

Webcast: https://www.farmermac.com/investors/

events-presentations/

Dial-In: 1-800-836-8184

Record Date

March 23, 2026

Even if you plan to attend our 2026 Annual Meeting of Stockholders in person, please read this Proxy Statement with

care and vote right away by returning your proxy card by mail.

This summary highlights information contained elsewhere in this Proxy Statement. The summary does not contain all

of the information you should consider, and you should read the entire Proxy Statement carefully before voting.

III

Proxy Statement Summary

BOARD STRUCTURE

15Members
555
elected by Class A Stockholders (banks and other financial institutions)elected by Class B Stockholders (Farm Credit System institutions)appointed by U.S. President (includes Board Chair)

BOARD COMMITTEE STRUCTURE & COMPOSITION

Committee · No. ofmeetingsHeld in 2025 · %Attendance · Board Members
Audit8100%EngebretsenMcKissackPlaggeSexton •Stones •
Business Development& Business Strategy4100%Faivre •GalesJohnsonRielShaw •
Corporate Governance7100%DavidsonJunkins •McKissackSextonWareWilcher •
Credit4100%DavidsonGales •Plagge •ShawStones
Enterprise Risk597%JunkinsRielShawWare •Wilcher •
Finance5100%Engebretsen •GalesJohnsonMcKissack •Sexton
Human Capital & Compensation797%Davidson •EngebretsenFaivreRiel •Ware
Public Policy & Corporate Social Responsibility496%FaivreJunkinsPlaggeStones •Wilcher
lChairlVice ChairlActing Chair

BOARD QUALIFICATIONS & SKILLS

Director Independence100%

Farmer Mac seeks Board members who have the qualities, background, skills, and experience that reflect expertise related to the company's business, strategy, and material risks from a variety of perspectives. The variety of backgrounds, skills, experiences, and perspectives of the members enables the Board to provide effective oversight of the strategic direction, operations, and risk management of Farmer Mac and to establish effective governance practices.

IV

Farmer Mac 2026 Proxy Statement

BEST PRACTICES

Our Board and Management Compensation is Structured to Align with Stockholder Interests
Executive officers and Board members receive Class C Non-Voting Common Stock as compensationDesigned to foster a long-term, performance-oriented culture
Executive officer incentive compensation tied to key performance metrics:•Core Earnings Before Credit•Total Revenues•Ratio of Substandard Assets to Regulatory Capital•Business Volume•Net Charge-Offs•90-Day Delinquencies•Compliance with Applicable Capital Requirements
See "Compensation Governance Highlights" on page V for more information

Our Board Reviews its Composition for the Right Mix of Experience and Skills

Focus on individuals with a variety of backgrounds and experiences who have a broad perspective

Demonstrated record of accomplishment as leaders of agricultural, rural infrastructure, or other relevant business entities; as agricultural, rural infrastructure, or commercial lenders; or as accountants, auditors, or other finance-related professionals

Farmer Mac is Committed to Creating a Safe and Supportive Working Environment
Equal employment opportunity and anti-harassment policyGenerous benefit and employee welfare programs
Annual Code of Conduct trainingComprehensive Employee Manual
Whistleblower hotlineCybersecurity policy
Our Governance Practices Promote Board Effectiveness and Stockholder Interests
Annual election of 10 directorsLimited number of outside directorships for all Board members
Annual review of composition of all committees for relevant representation of backgrounds and skillsSeparate CEO and Board Chair roles to provide additional independent oversight
Directors complete annual self-evaluations of Board, and members of the Audit, Human Capital & Compensation, Corporate Governance, and Enterprise Risk Committees complete annual self-evaluations of those committeesInsider trading policy prohibits any director or employee from engaging in pledging and specified hedging activities in Farmer Mac’s securities

V

Proxy Statement Summary

COMPENSATION GOVERNANCE HIGHLIGHTS

Farmer Mac’s stock ownership policy aligns the interests

of officers and directors with those of Farmer Mac’s

stockholders and promotes sound corporate governance

and a long-term perspective in managing Farmer Mac.

STOCK OWNERSHIP POLICY

FOR COMPANY OFFICERS

AND DIRECTORS

TitleMinimum Ownership Requirement
Chief Executive Officer3x annual salary
Executive Vice President2x annual salary
Senior Vice Presidentannual salary base
Vice Presidenthalf of annual salary base
Non-Employee Director2x annual cash retainer

CLAWBACK POLICY FOR

EXECUTIVE OFFICERS

Our clawback policy is consistent with SEC and NYSE

requirements, which allows us to recover incentive

compensation from current or former executive officers

for an accounting restatement, termination of

employment for cause, or an incorrect calculation of a

financial measure used to determine the value or

amount of incentive compensation.

99% OF THE VOTES CAST BY

FARMER MAC’S STOCKHOLDERS IN

2025 SUPPORTED THE

COMPENSATION OF THE NAMED

EXECUTIVE OFFICERS.

Compensation Philosophy adopted to maintain a

compensation program that fosters a performance-

oriented, results-based culture where compensation

varies based on the business results achieved and is

properly aligned with an acceptable risk profile, effective

risk management, and stockholder returns.

Attract, retain, and reward employees with the skills

required to accomplish Farmer Mac’s business objectives

Align with Farmer Mac’s business processes, such

as business planning, performance management,

succession planning, and risk management

Pay for performance by linking significant compensation

to increased stockholder value and the attainment of

established corporate performance goals

Provide accountability and incentives for achievement

of those objectives

Properly balance Farmer Mac’s risk profile with both

annual and long-term incentives

Reward employees for accomplishments in leadership

and strategic performance in areas that can be significant

drivers of long-term stockholder value

LONG-TERM INCENTIVE COMPENSATION

Below we describe the forms of long-term incentive compensation we use for our named executive officers (“NEOs”),

their weighting, performance periods, how the payouts are determined, and why we use them.

Long-Term Incentive FormMixVesting / Performance PeriodHow Payouts Are DeterminedWhy We Use Them
Time-Based Restricted Stock Units (RSUs)50%1/3 of grant vests per yearShare PriceTies RSU value directly to the share price
Performance–Based RSUs25%0% to 200% vested three years after grant3-year Cumulative Core Earnings Before Credit subject to capital and asset qualityAligns with our long-term objective of growing quality earnings while maintaining safety and soundness
Stock Appreciation Rights (SARs)25%1/3 of grant vests per year; expire ten years from grant dateShare Price AppreciationMotivates share price appreciation over the long-term Reinforces emphasis on long-term growth aligned with our objectives

VI

Farmer Mac 2026 Proxy Statement

PAY-FOR-PERFORMANCE PHILOSOPHY

Farmer Mac’s executive compensation program reflects

a strong pay-for-performance philosophy that is

consistent with the risk tolerance of Farmer Mac and

reflects the long-term interests of stockholders. A large

portion of the CEO and other NEO compensation is

variable and performance-based so that the executives

who are most responsible for overall performance and

changes in stockholder value are held accountable for

results.

21:1 CEO PAY RATIO

2025 CEO TARGET COMPENSATION MIX2025 TARGET COMPOSITION MIX FOR OTHER NEOS (AVERAGE)
lTarget BonuslBase SalarylTarget Long-term Incentive ValuelAt Risk

LINES OF BUSINESS*

Our lines of business reflect how we are managing, evaluating, and serving our business based on the type of

customer and market.

Line of Business · % of Outstanding Volume · Segment · Business Volume · Customer / Market · Q4 Net Effective Spread (%) · 2025Volume Growth
Agricultural Finance65%Farm & Ranch$19.6 BillionTraditional agricultural real estate mortgage liquidity and wholesale finance liquidity1.06%5%
Corporate AgFinance$2.0 BillionMore complex farming operations, agribusinesses focused on food, fuel, and fiber processing, and other agriculture supply chain production2.07%3%
Infrastructure Finance35%Power & Utilities$7.9 BillionRural electric generation and transmission cooperatives, distribution cooperatives, and wholesale finance liquidity0.34%15%
Renewable Energy$2.4 BillionRenewable energy generation and storage projects1.74%72%
Broadband Infrastructure$1.5 BillionRural telecommunication companies including broadband, fiber, wireless, data centers, etc.2.42%91%
Total$33.4 Billion1.22%13%
  • Results shown are as of and for the year ended December 31, 2025.

VII

Proxy Statement Summary

OUR CUSTOMERS

From small rural community banks to large financial institutions, Farmer Mac's customers reflect the wide range of

America's rural landscape.

COMMERCIAL & COMMUNITY BANKSNON -BANK LENDERSRURAL ELECTRIC COOPERATIVESRURAL UTILITIES
AGRICULTURAL FUNDSAGRIBUSINESSESFARM CREDIT SYSTEM INSTITUTIONS

OUTSTANDING BUSINESS VOLUME

lFarm & RanchlCorporate AgFinancelPower & UtilitieslRenewable EnergylBroadband Infrastructure

LOAN PORTFOLIO RISK PROFILE BY LINE OF BUSINESS*

AGRICULTURAL FINANCE LOAN PORTFOLIO

INFRASTRUCTURE FINANCE LOAN PORTFOLIO

*As of December 31, 2025. Special mention assets generally have potential weaknesses due to performance issues but are currently considered

to be adequately secured. Substandard assets have a well-defined weakness or weaknesses and there is a distinct possibility that some loss will

be sustained if deficiencies are not corrected.

VIII

Farmer Mac 2026 Proxy Statement

A CHAMPION FOR RURAL AMERICA

Farmer Mac has helped fund loans to over 95,000 rural borrowers in all 50 STATES.LOCAL BANKS to LARGE INSTITUTIONS — Just like our customers, our transactions vary in size and scope from small agricultural mortgage purchases to large-scale renewable energy projects.
Farmer Mac’s highly skilled team has experience underwriting approximately 144 COMMODITIES from cattle to casaba melons and from permanent plantings to processing facilities.96% of our Farm & Ranch and USDA guaranteed loans went to FAMILY FARMS in 2025.
Farmer Mac’s STRENGTH and STABILITY enables us to effectively serve the growing financial needs of our customers in times of growth and just as consistently during market downturns.We provide financing to rural electric cooperatives that power an estimated 16 MILLION residential customers.

PHILANTHROPY

Mission Statement:We know that when agricultural and rural communities do well, our company does as well. Farmer Mac’s employees and Board are committed to supporting activities, programs, and causes that enhance the vitality of rural America and the communities in which they reside.We proudly engage in philanthropy to support our customers and communities. Our efforts begin in the communities in which we live and work, in providing aid and relief for disasters impacting agricultural and rural areas, and in supporting programs aimed at helping the next generation of agricultural professionals to grow and prosper.
Provided financial support to over two dozen organizations in 2025, including:
MEALS FROM THE HEARTLANDCOMMON GOOD CITY FARMTRIBAL AGRICULTURE FELLOWSHIP PROGRAM
Donated $25,000 after our employees volunteered in a meal packaging event for food insecure children. Our donation provided over 86,000 meals, feeding 333 children for a year.Donated $25,000 after our employees participated in a financial literacy training for over 20 students enrolled in the organization's summer programming.Donated $200,000 and created opportunities for 18 students to advance their education with the purpose of preserving and promoting the legacy of agriculture in Tribal communities.

WORKPLACE AWARDS

We are committed to fostering a strong workplace and are proud to be recognized for our efforts on the national stage.

Noticeof Annual Meeting

Notice is hereby given that the 2026 Annual Meeting

of Stockholders of the Federal Agricultural Mortgage

Corporation will be held on Thursday, May 14, 2026,

at 8:00 a.m. Eastern Time at the third floor

conference center in Farmer Mac Headquarters

and via Webcast and Teleconference: Webcast:

https://www.farmermac.com/investors/events-

presentations Dial-In: 1-800-836-8184.

Proposal 1Election of Directors
FORPage 13
Proposal 2Selection of Independent Auditor
FORPage 74
Proposal 3Advisory Vote to Approve theCompensation of Farmer Mac’sNamed Executive Officers
FORPage 75

Please read the attached Proxy Statement for

information about the matters to be considered and

acted on at the meeting.

Eligible holders of record of Farmer Mac's Class A Voting

Common Stock and Class B Voting Common Stock at

the close of business on March 23, 2026 are entitled to

notice of and to vote at the meeting and any adjournment

or postponement of the meeting. For at least ten days

before the meeting, a list of Farmer Mac's stockholders

will be available for examination by any stockholder for

any purpose germane to the meeting at Farmer Mac

Headquarters between the hours of 9:00 a.m. and

5:00 p.m. Eastern Time. We request any stockholder

who wants to attend the meeting in person to register by

May 12, 2026 by sending an email to ir@farmermac.com

with "Farmer Mac Meeting Registration" in the subject

line. Individuals who attend the meeting in person should

arrive early to allow time to get through security.

Even if you intend to attend the meeting in person, please

complete and date the enclosed proxy card, sign it exactly

as your name appears on the card, and return it in the

postage prepaid envelope. This will ensure the voting of your

shares if you do not attend the meeting. The giving of your

proxy will not affect your right to vote your shares personally

if youattend the meeting. THIS PROXY IS SOLICITED BY

THE BOARD OF DIRECTORS OF FARMER MAC.

By order of the Board of Directors,

GERALDINE I. HAYHURSTSecretary

Tableof Contents

Proxy Statement1
General Information2
Voting Rights2
Record Date2
Voting2
Proxy Procedure3
Corporate Governance Matters4
Director Independence4
Board of Directors Meetings and Committees5
Enterprise Risk Management10
Code of Business Conduct and Ethics11
Stockholder Proposals12
Communications with the Board12
Proposal 1Election of Directors13
Board Structure13
Selection of Director Nominees by Board13
Stockholder Director Nominations15
Information about Nominees for Director15
Class A Nominees16
Class B Nominees18
Directors Appointed by the President of the United States20
Qualifications, Attributes, Skills, and Experience To Be Represented on the Board22
2026 Board Qualifications and Skills23
Compensation of Directors23
Stock Ownership of Directors, Director Nominees, Named Executive Officers, and Certain Beneficial Owners26
Directors, Director Nominees, and Named Executive Officers26
Policies on Employee, Officer, and Director Hedging of Farmer Mac Securities27
Principal Holders of Voting Common Stock27
Delinquent Section 16(a) Reports28
Executive Officers29
Executive Compensation Governance32
Introduction and 2025 Highlights32
Overview of Farmer Mac's Executive Compensation Practices33
Compensation Discussion and Analysis34
Compensation Committee Interlocks and Insider Participation51
Compensation Committee Report52
Executive Compensation53
Certain Relationships and Related Person Transactions70
Review of Related Person Transactions70
Transactions with Related Persons in 202570
Report of the Audit Committee71
Audit Matters73
Audit Fees73
Audit-Related Fees73
Tax Fees73
All Other Fees73
Audit Committee Pre-Approval Policies73
Proposal 2Selection of Independent Auditor74
Proposal 3Advisory Vote to Approve the Compensation of Farmer Mac's Named Executive Officers75
Solicitation of Proxies76
Other Matters76
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.