Freddie Mac 2014 Annual Report Download - page 272

267 Freddie Mac
Section 409A. If the NEO dies, the vested Thrift/401(k) SERP Benefit is paid in the form of a lump sum within 90 days of
death.
As discussed in "Other Executive Compensation Considerations - Supplemental Executive Retirement Plan and
Supplemental Executive Retirement Plan II" above, the Thrift/401(k) SERP Benefits that vested prior to January 1, 2005 were
part of the Terminating SERP. The final settlement of this benefit was made by October 31, 2014 in the form of lump sum
payments to each participant with a vested right to such benefit.
Supplemental Executive Retirement Plan II
As discussed above in “Item 9B. Other Information” and "Other Executive Compensation Considerations —
Supplemental Executive Retirement Plan and Supplemental Executive Retirement Plan II," FHFA approved SERP II on
February 18, 2015 and effective January 1, 2014. Mr. Weiss is the only NEO eligible to participate in SERP II for 2014.
The following table shows the contributions, earnings, withdrawals and distributions, and accumulated balances under the
Thrift/401(k) SERP Benefit and the SERP II for each NEO.
Table 73 — Nonqualified Deferred Compensation
Name
Executive
Contribution in
Last FY ($)(1)
Freddie Mac
Accruals in
Last FY ($)(2)
Aggregate
Earnings in
Last FY ($)(3)
Aggregate
Withdrawals/
Distrib. ($)(4)
Aggregate
Balance at
Last FYE ($)(5)
Mr. Layton
Thrift/401(k) SERP Benefit $ — $ 32,111 $ 3,695 $ — $ 56,337
Mr. Mackey
Thrift/401(k) SERP Benefit — 13,559 — — 13,559
Mr. Lowman
Thrift/401(k) SERP Benefit — 52,275 (8,010) — 44,265
Mr. McDavid
Thrift/401(k) SERP Benefit — 80,835 39 — 110,292
Mr. Weiss
Thrift/401(k) SERP Benefit — 62,251 47,886 (3,270) 779,304
SERP II — 70,492 — — 70,492
(1) The SERP and SERP II do not allow for employee contributions.
(2) Amounts reported reflect accruals under the Thrift/401(k) SERP Benefit and SERP II during 2014, including accruals for the plan year 2014 Fixed
Contribution and 2014 age-based Transitional Employer Contribution that have not yet been posted to NEO accounts. These amounts are also reported
in the “All Other Compensation” column in the Summary Compensation Table.
(3) Amounts reported represent the total interest and other earnings credited to each NEO under the Thrift/401(k) SERP Benefit.
(4) Amounts reported reflect the distributions made by October 31, 2014 associated with the Terminating SERP.
(5) Amounts reported reflect the accumulated balances under the Thrift/401(k) SERP Benefit for each NEO and include the plan year 2014 2.5%
contribution which will be allocated to NEO accounts in 2015. All NEOs are fully vested in their Thrift/401(k) SERP Benefit account balances. For a
more detailed discussion of the matching contribution accruals and 2.5% contribution accruals, see “Supplemental Executive Retirement Plan-
Thrift/401(k) SERP Benefit” above. Mr. Weiss is fully vested in his SERP II account balance. For a more detailed discussion on SERP II contribution
accruals, see “Item 9B. Other Information” and “Other Executive Compensation Considerations —Supplemental Executive Retirement Plan and
Supplemental Executive Retirement Plan II” above.
The following 2013 Thrift/401(k) SERP Benefit accrual amounts were reported in the column "All Other Compensation" in the 2013 Summary
Compensation Table as compensation for each NEO for whom accruals were made and reported during 2013: Mr. Layton: $20,527, Mr. McDavid:
$29,413 and Mr. Weiss: $62,315. See our Form 10-K filed February 27, 2014. The following 2012 Thrift/401(k) SERP Benefit accrual amounts were
reported in the column "All Other Compensation" in the 2012 Summary Compensation Table as compensation for the only NEO for whom such accrual
was made and reported during 2012: Mr. Weiss: $70,750. See our Form 10-K filed February 28, 2013.
Potential Payments Upon Termination of Employment or Change-in-Control
We have entered into certain agreements and maintain certain plans that call for us to pay compensation to our NEOs in
the event of a termination of employment. The table below describes the compensation and benefits that would have been
payable to each NEO had the officer terminated his employment under various circumstances as of December 31, 2014.
Mr. Layton is excluded from this table because he is not entitled to receive any payments in connection with a termination of
employment. The actual payment of any level of termination benefits is subject to FHFA review and approval. For more
information, see “Compensation Discussion and Analysis — Written Agreements Relating to Our NEOs' Employment.”
The table below does not address changes in control, as we are not obligated to provide any additional compensation to
our NEOs in connection with a change in control. The table also does not address potential payments upon a termination for
cause, which is a termination resulting from the occurrence of an event or conduct described in the Recapture Agreement. All
earned but unpaid Deferred Salary is subject to forfeiture upon the occurrence of such a termination. However, the amount of
compensation, if any, to be recaptured and/or forfeited is determined by the Board of Directors, which can only occur following
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