Freddie Mac 2006 Annual Report Download - page 32
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Recent Sales of Unregistered Securities
The securities we issue are ""exempted securities'' under the Securities Act and the Exchange Act. As a result, we do not
Ñle registration statements with the SEC with respect to oÅerings of our securities.
During 2006, we completed two preferred stock oÅerings, underwritten by syndicates of dealers headed by (a) Bear
Stearns & Co. Inc. and UBS Securities LLC and (b) Lehman Brothers and Merrill Lynch, for aggregate oÅering proceeds
of $1.5 billion and an aggregate underwriting discount of $15 million. See ""NOTE 9: STOCKHOLDERS' EQUITY'' to
our consolidated Ñnancial statements for more information.
We regularly provide stock compensation to our employees and members of our board of directors. We have three
stock-based compensation plans under which grants are currently being made: (a) the Employee Stock Purchase Plan, or
ESPP; (b) the 2004 Stock Compensation Plan, or 2004 Employee Plan; and (c) the 1995 Directors' Stock Compensation
Plan, as amended and restated, or Directors' Plan. Prior to the stockholder approval of the 2004 Employee Plan, employee
stock-based compensation was awarded in accordance with the terms of the 1995 Stock Compensation Plan, or
1995 Employee Plan. Although grants are no longer made under the 1995 Employee Plan, we currently have awards
outstanding under this plan. We collectively refer to the 2004 Employee Plan and 1995 Employee Plan as the Employee
Plans.
During the year ended December 31, 2006, 914,368 stock options were exercised and 423,294 stock options were
granted under our Employee Plans and Directors' Plan. Under our ESPP, 222,703 options to purchase stock were exercised
and 226,266 options to purchase stock were granted. Further, for the year ended December 31, 2006, under the Employee
Plans and Directors' Plan, 1,486,080 restricted stock units were granted and restrictions lapsed on 384,649 and
28,542 restricted stock units and restricted stock awards, respectively. See ""NOTE 11: STOCK-BASED COMPENSA-
TION'' to our consolidated Ñnancial statements for more information.
Transfer Agent and Registrar
Computershare Trust Company, N.A.
P.O. Box 43078
Providence, RI 02940-3078
Telephone: 781-575-2879
http://www.computershare.com
NYSE Corporate Governance Listing Standards
On October 9, 2006, our Chief Executive OÇcer submitted to the NYSE the certiÑcation required by
Section 303A.12(a) of the NYSE Listed Company Manual regarding our compliance with the NYSE's corporate
governance listing standards.
20 Freddie Mac