Fannie Mae 2004 Annual Report Download - page 225

Item 11. Executive Compensation
Executive Compensation Information
The following tables provide, for the periods stated, compensation information for those individuals who
served as Chief Executive Officer during 2004 and our four other most highly compensated executive officers
during 2004. We refer to these individuals below as the covered executives. Much of the information in the
tables below has been previously provided in Form 8-Ks we have filed. Information regarding 2004 salary,
restricted stock awards and long-term incentive plan payouts for the covered executives other than Mr. Raines
appeared in Form 8-Ks we filed on January 21, 2005 and March 11, 2005. Mr. Raines’ salary remained
unchanged in 2004 from prior years, and he received no restricted stock award for 2004. Our Form 8-K filed
on January 21, 2005 also disclosed that our Board of Directors and its Compensation Committee determined
that no cash bonuses would be paid for officers at the level of senior vice president or above for 2004.
We have provided compensation information for our Chief Executive Officer and our four other most highly
compensated executive officers during 2005 in a Form 8-K we are filing with the SEC today. Information in
that Form 8-K under the heading “Executive Compensation” is incorporated by reference into this Form 10-K.
Summary Compensation Table
The following table shows summary compensation information for the covered executives for 2004, 2003 and
2002.
Name and
Principal Position
(1)
Year
Salary
($)
Bonus
($)
Other Annual
Compensation
($)
(3)
Restricted
Stock
Awards
($)
(4)
Securities
Underlying
Options /
SARs(#)
LTIP
Payouts
($)
(5)
All Other
Compensation
($)
(6)
Annual Compensation
(2)
Awards Payouts
Long Term Compensation
Daniel Mudd . . . . . . . . . . . . . . 2004 743,895 — 20,615 5,524,381 — — 43,200
President and 2003 714,063 1,288,189 125,822 — 105,749 4,674,015 10,167
Chief Executive Officer 2002 689,124 911,250 54,885 — 82,918 2,339,702 9,569
Robert Levin . . . . . . . . . . . . . . 2004 590,923 — 17,288 3,125,480 — — 39,015
Executive Vice President— 2003 567,706 801,237 851 227,789 100,613 2,706,381 10,024
Chief Business Officer 2002 480,092 575,000 950 — 72,445 1,947,368 9,811
Julie St. John . . . . . . . . . . . . . . 2004 495,169 — 22,853 1,994,111 — — 47,221
Executive Vice President 2003 471,415 661,891 846 — 73,880 1,884,314 9,164
2002 428,195 570,000 1,064 — 63,836 1,008,334 8,981
Michael Williams . . . . . . . . . . . 2004 495,169 — 12,823 2,194,110 — — 30,604
Executive Vice President— 2003 471,415 663,129 717 — 73,880 1,274,349 8,302
Chief Operating Officer 2002 428,195 520,000 865 — 63,836 443,137 8,134
Thomas Donilon
(7)
. . . . . . . . . . 2004 632,923 — 21,943 2,576,967 — — 45,586
Former Executive Vice 2003 494,492 727,020 903 834,628 89,268 1,915,304 9,189
President—Law and Policy 2002 428,195 600,000 990 — 75,595 913,274 8,539
Franklin Raines
(8)
. . . . . . . . . . . 2004 992,250 — 406,989 — — — 152,398
Former Chairman of the Board 2003 992,250 4,180,365 272,241 — 135,020 11,621,206 25,501
and Chief Executive Officer 2002 992,250 3,300,000 206,378 — 311,731 7,233,679 24,248
(1)
Positions indicated are the current position or, for departed executives, the most recently held position.
(2)
Our executive compensation program is designed to tie a large portion of each officer’s total compensation to perfor-
mance. An executive officer’s bonus generally is designed to reflect corporate and individual performance for the previ-
ous year. See also footnote (5) for information about long-term compensation. “Salary” includes annual salary deferred
to later years. “Bonus” includes amounts earned during the year under the Annual Incentive Plan.
(3)
“Other Annual Compensation” in 2004 includes $186,452 for the personal use of company transportation for
Mr. Raines, which does not include an increase of approximately $5,600 in our federal income tax liability attributable
to Mr. Raines’ personal use of company airplane transportation. “Other Annual Compensation” for 2004 also includes
a gross-up for taxable income on insurance coverage provided by the company for the covered executives in the fol-
lowing amounts: Mr. Mudd—$20,615; Mr. Levin—$17,288; Ms. St. John—$22,853; Mr. Williams—$12,823; Mr. Doni-
lon—$21,943; and Mr. Raines—$81,375. “Other Annual Compensation” in 2003 includes $196,852 for the personal
use of company transportation for Mr. Raines, and, for Mr. Mudd, $80,400 for club membership fees agreed to by us
in connection with recruiting him from his prior employment. It also includes $32,093 for residential security services
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