Fannie Mae 2010 Annual Report Download - page 228

Grants of Plan-Based Awards in 2010
The following table shows grants of awards made to the named executives during 2010 under our long-term
incentive plan and deferred pay plan. The terms of these long-term incentive and deferred pay awards are
described above in “Compensation Discussion and Analysis—2010 Executive Compensation Program—
Elements of 2010 Compensation Program.” Deferred pay amounts shown represent only the performance-
based portion (50%) of the named executives’ 2010 deferred pay award.
Name
Award
Type
(1)
Threshold
($)
Target
($)
Maximum
($)
Estimated Future Payouts Under
Non-Equity Incentive Plan Awards
(2)
Michael Williams . ..................................... LTI — 2,000,000 —
DP — 1,550,000 —
David Hisey ......................................... LTI — 730,000 —
DP — 522,500 —
David Johnson
(3)
...................................... LTI — 1,150,000 —
DP — 850,000 —
David Benson . . . ..................................... LTI — 930,333 —
DP — 684,834 —
Terence Edwards . ..................................... LTI — 930,333 —
DP — 684,834 —
Timothy Mayopoulos . . . ................................ LTI — 980,333 —
DP — 734,834 —
(1)
LTI indicates an award under our long-term incentive plan. DP indicates the corporate performance-based portion
(50%) of the named executives’ 2010 deferred pay award.
(2)
For awards under our long-term incentive plan, the amounts shown are the target amounts of the named executives’
2010 long-term incentive awards established by our Board in 2010. Except for Mr. Johnson, the actual amount of the
first installment (50%) of each named executive’s 2010 long-term incentive award was determined in 2011 based on
2010 performance against pre-established corporate and individual performance goals. The second installment (50%)
of each named executive’s 2010 long-term incentive award will be determined in 2012 based on performance in 2010
and 2011 against pre-established corporate and individual performance goals. No amounts are shown in the
“Threshold” and “Maximum” columns because our long-term incentive plan does not specify threshold or maximum
payout amounts. Our Board has the discretion to pay awards in amounts below or above these target amounts, subject
to the approval of FHFA. The actual amounts of the first installment of the 2010 long-term incentive award awarded
by the Board and approved by FHFA for 2010 performance are included in the “Non-Equity Incentive Plan
Compensation” column of the “Summary Compensation Table for 2010, 2009 and 2008” and explained in footnote 4
to that table. The first installment of the long-term incentive award is paid to the named executives in February 2011.
The second installment of the long-term incentive award will be determined and paid in 2012.
For deferred pay awards, the amounts shown are the target amounts of the performance-based portion (50%) of the
named executives’ 2010 deferred pay award. Except for Mr. Johnson, the actual amount of the performance-based
portion of 2010 deferred pay was determined in 2011 based on 2010 performance against pre-established corporate
performance goals. No amounts are shown in the “Threshold” and “Maximum” columns because our deferred pay plan
does not specify threshold or maximum payout amounts. Our Board has the discretion to pay awards in amounts
below or above these target amounts, subject to the approval of FHFA. The actual amounts of the performance-based
portion of 2010 deferred pay awarded by the Board and approved by FHFA for 2010 performance are included in the
“Non-Equity Incentive Plan Compensation” column of the “Summary Compensation Table for 2010, 2009 and 2008”
and explained in footnote 4 to that table. The performance-based portion of 2010 deferred pay will paid to the named
executives in four equal quarterly installments in March, June, September and December 2011.
(3)
Because Mr. Johnson left the company before the payment dates for the awards, he did not receive any payment of his
2010 long-term incentive award or 2010 deferred pay. See “Compensation Discussion and Analysis—Determination of
2010 Compensation—Assessment of 2010 Individual Performance” for further information.
Outstanding Equity Awards at 2010 Fiscal Year-End
The following table shows outstanding stock option awards and unvested restricted stock held by the named
executives as of December 31, 2010. The market value of stock awards shown in the table below is based on a
per share price of $0.30, which was the closing market price of our common stock on December 31, 2010. As
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