Fannie Mae 2008 Annual Report Download - page 264

investment power but have sole voting power over the shares and, accordingly, these shares are included in this table.
Holders of shares through our Employee Stock Ownership Plan, or ESOP, have sole voting power over the shares so
these shares are also included in this table. Holders of shares through our ESOP generally have no investment power
unless they are at least 55 years of age and have at least 10 years of participation in the ESOP. Additionally, although
holders of shares through our ESOP have sole voting power through the power to direct the trustee of the plan to vote
their shares, to the extent some holders do not provide any direction as to how to vote their shares, the plan trustee
may vote those shares in the same proportion as the trustee votes the shares for which the trustee has received
direction. Holders of stock options have no investment or voting power over the shares issuable upon the exercise of
the options until the options are exercised. Shares issuable upon the vesting of restricted stock units are not considered
to be beneficially owned under applicable SEC rules and, accordingly, restricted stock units are not included in the
amounts shown.
(2)
These shares are issuable upon the exercise of outstanding stock options, except for 1,373 shares of deferred stock
held by Mr. Williams, which he could obtain within 60 days in certain circumstances.
(3)
Mr. Bacon’s shares include 48 shares held as custodian for family members, 1,101 shares held through our ESOP and
71,807 shares of restricted stock.
(4)
Mr. Dallavecchia resigned as Executive Vice President and Chief Risk Officer in August 2008. Mr. Dallavecchia’s
shares include 3,000 shares held by his spouse.
(5)
Mr. Harvey’s shares consist of restricted stock.
(6)
Mr. Hisey’s shares include 2,000 shares held jointly with his spouse, 610 shares held by his children, 308 shares held
through our ESOP and 41,890 shares of restricted stock.
(7)
Mr. Levin resigned as Executive Vice President and Chief Business Officer in August 2008, and has served since then
as a Senior Advisor to us. Mr. Levin’s shares consist of 378,148 shares held jointly with his spouse and
222,995 shares of restricted stock.
(8)
Mr. Lund’s shares include 708 shares held through our ESOP and 76,447 shares of restricted stock.
(9)
Mr. Swad’s shares include 3,000 shares held jointly with his spouse.
(10)
Mr. Williams’ shares include 164,345 shares held jointly with his spouse, 700 shares held by his daughter, 921 shares
held through our ESOP and 173,281 shares of restricted stock.
(11)
The amount of shares held by all directors and current executive officers as a group includes 423,641 shares of
restricted stock held by our directors and current executive officers, 5,630 held by them through our ESOP,
16,991 shares of stock held by their family members and 750 shares held through our ESOP by an executive officer’s
spouse. The beneficially owned total includes 1,373 shares of deferred stock. The shares in this table do not include
84,530 shares of restricted stock units over which the holders will not obtain voting rights or investment power until
the restrictions lapse.
The following table shows the beneficial ownership of our common stock by each holder of more than 5% of
our common stock as of February 15, 2009, unless otherwise noted.
5% Holders
Common Stock
Beneficially Owned Percent of Class
Department of the Treasury . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Variable
(1)
79.9%
1500 Pennsylvania Avenue, NW., Room 3000
Washington, DC 20220
Capital Research Global Investors
(2)
.................................. 60,424,750 5.6%
333 South Hope Street
Los Angeles, CA 90071
(1)
In September 2008, we issued to Treasury a warrant to purchase, for one one-thousandth of a cent ($0.00001) per
share, shares of our common stock equal to 79.9% of the total number of shares of our common stock outstanding on
a fully diluted basis at the time the warrant is exercised. The information above assumes Treasury beneficially owns no
other shares of our common stock.
(2)
This information is based solely on information contained in a Schedule 13G/A filed with the SEC on February 13,
2009 by Capital Research Global Investors. According to the Schedule 13G/A, Capital Research Global Investors
beneficially owned, as of December 31, 2008, 60,424,750 shares of our common stock, with sole voting power for
21,738,000 shares and sole dispositive power for 60,424,750 shares. Capital Research Global Investors’ shares include
8,756,306 shares issuable upon the conversion of shares of our convertible preferred stock.
Item 13. Certain Relationships and Related Transactions, and Director Independence
Policies and Procedures Relating to Transactions with Related Persons
We review relationships and transactions in which Fannie Mae is a participant and in which any of our
directors and executive officers or their immediate family members has an interest to determine whether any
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