Fannie Mae 2006 Annual Report Download - page 56

Securities Authorized for Issuance under Equity Compensation Plans
The information required by Item 201(d) of Regulation S-K is provided under “Item 12—Security Ownership
of Certain Beneficial Owners and Management and Related Stockholder Matters,” which is incorporated
herein by reference.
Recent Sales of Unregistered Securities
Information about sales and issuances of our unregistered securities during 2006 was provided in Forms 8-K
we filed on May 9, 2006, August 9, 2006, November 8, 2006, and February 27, 2007.
The securities we issue are “exempted securities” under the Securities Act and the Exchange Act to the same
extent as obligations of, or guaranteed as to principal and interest by, the U.S. As a result, we do not file
registration statements with the SEC with respect to offerings of our securities.
Purchases of Equity Securities by the Issuer
The following table shows shares of our common stock we repurchased from January 2006 through
December 2006.
Total Number
of Shares
Purchased
(1)
Average
Price Paid
per Share
Total Number of
Shares Purchased
as Part of Publicly
Announced Program
(2)
Maximum Number
of Shares that
May Yet be
Purchased Under
the Program
(3)(4)
(Shares in thousands)
2006
January . . . . . . . . . . . . . . . . . . . . . 196 $53.23 — 60,596
February. . . . . . . . . . . . . . . . . . . . . 58 58.10 — 60,112
March . . . . . . . . . . . . . . . . . . . . . . 61 54.04 — 60,269
April . . . . . . . . . . . . . . . . . . . . . . . 10 52.60 — 61,267
May . . . . . . . . . . . . . . . . . . . . . . . . 13 50.38 4 61,160
June. . . . . . . . . . . . . . . . . . . . . . . . 13 48.11 4 61,046
July . . . . . . . . . . . . . . . . . . . . . . . . 11 48.55 — 60,983
August . . . . . . . . . . . . . . . . . . . . . . 52 49.29 23 60,900
September . . . . . . . . . . . . . . . . . . . 19 53.91 7 60,669
October . . . . . . . . . . . . . . . . . . . . . 210 58.32 — 60,526
November. . . . . . . . . . . . . . . . . . . . 231 59.92 — 60,047
December . . . . . . . . . . . . . . . . . . . . 26 60.07 9 59,517
Total . . . . . . . . . . . . . . . . . . . . . 900 $56.32 47 59,517
(1)
In addition to shares repurchased as part of the publicly announced programs described in footnote 2 below,
these shares consist of: (a) 349,446 shares of common stock reacquired from employees to pay an aggregate of
approximately $18.9 million in withholding taxes due upon the vesting of restricted stock; (b) 73,181 shares of
common stock reacquired from employees to pay an aggregate of approximately $4.3 million in withholding taxes
due upon the exercise of stock options; (c) 418,847 shares of common stock repurchased from employees and
members of our Board of Directors to pay an aggregate exercise price of approximately $24.4 million for stock
options; and (d) 12,150 shares of common stock repurchased from employees in a limited number of instances
relating to employees’ financial hardship.
(2)
Consists of 47,440 shares of common stock repurchased from employees pursuant to our publicly announced employee
stock repurchase program. On May 9, 2006, we announced that the Board of Directors had authorized a stock
repurchase program (the “Employee Stock Repurchase Program”) under which we may repurchase up to $100 million
of our shares of common stock from non-officer employees. On January 21, 2003, we publicly announced that the
Board of Directors had approved a stock repurchase program (the “General Repurchase Authority”) under which we
could purchase in open market transactions the sum of (a) up to 5% of the shares of common stock outstanding as of
December 31, 2002 (49.4 million shares) and (b) additional shares to offset stock issued or expected to be issued under
our employee benefit plans. Neither the General Repurchase Authority nor the Employee Stock Repurchase Program
has a specified expiration date.
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