Fannie Mae 2006 Annual Report Download - page 200

Grants of Plan-Based Awards in 2006
The following table shows grants of awards made under our Annual Incentive Plan and our Stock
Compensation Plan of 2003 to the named executives during 2006.
Name Grant Date
(1)
Award Approval
Date
(1)
Target ($)
All Other Stock
Awards:
Number of
Shares of Stock
or Units (#)
(3)
Grant Date Fair
Value of Stock
and Option
Awards ($)
(4)
Estimated Possible Payouts
Under Non-Equity
Incentive Plan
Awards
(2)
Daniel Mudd. . . . . . . 3/22/2006 2/8/2006 146,574 $7,905,469
$2,612,500
Robert Blakely . . . . . 1/30/2006 11/8/2005 10,000 575,600
3/22/2006 2/8/2006 61,611 3,322,989
1,235,000
Robert Levin. . . . . . . 3/22/2006 2/8/2006 78,257 4,220,791
1,650,000
Peter Niculescu . . . . . 3/22/2006 2/8/2006 32,948 1,777,050
890,961
Beth Wilkinson . . . . . 2/16/2006 12/19/2005 25,000 1,365,375
948,750
Michael Williams . . . 3/22/2006 2/8/2006 61,611 3,322,989
1,235,000
Julie St. John . . . . . . 3/22/2006 2/8/2006 21,679 1,169,257
873,909
(1)
The “Grant Date” column shows the grant date for equity awards determined for financial statement reporting purposes
pursuant to SFAS 123R. The “Award Approval Date” column shows the date our Board approved the equity awards.
On February 8, 2006, our Board approved restricted stock and restricted stock unit awards for which the final number
of shares could not be determined until March 22, 2006, which is the grant date for these awards. These grants are
discussed in more detail above in “Compensation Discussion and Analysis—What are our practices for determining
when we grant equity awards?” The other equity awards listed in the table above reflect a grant date equal to the
executive’s starting date with Fannie Mae.
(2)
The amounts shown are the target amounts established by our Board for 2006 performance under our Annual Incentive
Plan. The amount paid to a named executive is based on Fannie Mae’s and the individual’s performance against
corporate and individual pre-established goals. Our Board and Compensation Committee also retain discretion to pay
bonuses in amounts below or above the amount derived from measuring performance against corporate and individual
goals. It is expected that performance against corporate goals will normally be in the range of 75% to 125% of target.
For 2006, the Board determined that corporate performance was 110% of the corporate target. Based on a combination
of 2006 corporate and individual performance, Mr. Mudd received a bonus of 134% of his target, Mr. Blakely a bonus
of 105% of his target, Mr. Levin a bonus of 127% of his target, Mr. Niculescu a bonus of 116% of his target,
Ms. Wilkinson a bonus of 121% of her target, and Mr. Williams a bonus of 132% of his target. Ms. St. John received
a prorated bonus based on 110% of her target under the terms of her separation agreement based solely on corporate
performance. The amounts actually awarded are reported as “Bonus” and “Non-Equity Incentive Plan Compensation”
in the Summary Compensation Table, as explained in footnote 2 to that table.
(3)
Consists of restricted stock or restricted stock units awarded under our Stock Compensation Plan of 2003. The
amounts shown for Messrs. Mudd, Levin, Niculescu, and Williams represent stock that vests in four equal annual
installments beginning in March 2007. Similarly, Ms. St. John received restricted stock that would have vested in the
same manner. However, upon her retirement, Ms. St. John received accelerated vesting of the first installment of these
shares, and forfeited the balance of these shares. The amount shown for Ms. Wilkinson represents stock that vests in
three equal annual installments beginning in February 2007. As the holder of restricted stock the named executive has
the rights and privileges of a shareholder as to the restricted common stock, other than the ability to sell or otherwise
transfer it, including the right to receive any dividends declared with respect to the stock and the right to provide
instructions on how to vote.
For Mr. Blakely, the amounts shown are restricted stock units, which represent the right to receive a share of
unrestricted common stock for each unit upon vesting. The grant of 10,000 units vests in three equal annual
installments beginning in January 2007 and the grant of 61,611 units vests in four equal annual installments beginning
in March 2007. Because he is already 65, Mr. Blakely’s restricted stock units will vest fully upon his retirement from
Fannie Mae. As the holder of restricted stock units, Mr. Blakely receives dividend equivalents on the units, but does
not have the right to vote, sell or otherwise transfer the stock represented by the units until the restrictions lapse and
shares are issued.
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