Fannie Mae 2009 Annual Report Download - page 224

Components of 2010 Compensation and Changes from 2009 Compensation Arrangements
What are the elements of our 2010 executive compensation arrangements?
Compensation arrangements for 2010 for our named executives who continue to remain employed with us will
continue to consist of the same basic elements as our 2009 executive compensation program, with the
following changes:
•Deferred Pay. Deferred pay for 2010 will be 50% service-based and 50% performance-based, rather than
100% service-based as in 2009. The performance-based portion of deferred pay for the named executives
will be based on the company’s performance against corporate goals established for 2010, as determined
by the Board of Directors and as approved by the Director of FHFA. As of February 26, 2010, we have
not yet established our 2010 corporate goals.
•Long-term Incentive Award. The first installment payment of the 2010 long-term incentive award will
continue to be based on performance against corporate and individual goals established for 2010;
however, the second installment payment of the award will be based on performance against corporate
goals established for both 2010 and 2011.
•Termination of Executive Life Insurance Program. Effective December 2009, the executive life insurance
benefit has been terminated.
•Cap on Perquisites. Effective January 1, 2010, perquisites for named executives will be limited to
$25,000 per year, and any exceptions to this limit will require the approval of FHFA in consultation with
Treasury.
•Freeze on Executive Pension Plan Accruals. We have frozen benefit accruals in the Executive Pension
Plan for all participants, including Messrs. Williams and Bacon.
COMPENSATION COMMITTEE REPORT
The Compensation Committee of the Board of Directors of Fannie Mae has reviewed and discussed the
Compensation Discussion and Analysis included in this Form 10-K with management. Based on such review
and discussions, the Compensation Committee has recommended to the Board of Directors that the
Compensation Discussion and Analysis be included in this Form 10-K.
Compensation Committee:
Brenda J. Gaines, Chair
Dennis R. Beresford
Jonathan Plutzik (committee member since November 2009)
David H. Sidwell
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