Freddie Mac 2012 Annual Report Download - page 355

For additional information regarding the Thrift/401(k) SERP Benefit, see “Non-qualified Deferred Compensation” below. Amounts for the Thrift/401(k)
Savings Plan contributions and Thrift/401(k) SERP Benefit accruals are presented without regard to vesting status. To be eligible for the portion of the
Thrift/401(k) SERP Benefit attributable to matching contributions, the NEO must contribute the maximum amount permitted under the terms of the
Thrift/401(k) Savings Plan on a pre-tax basis throughout the entire period of the year in which the NEO is eligible to make such contributions.
Perquisites are valued at their aggregate incremental cost to us. During the years reported, the aggregate value of perquisites received by all NEOs other
than Messrs. Kari and Haldeman was less than $10,000. In accordance with SEC rules, amounts shown under “All Other Compensation” do not include
perquisites or personal benefits for an NEO that, in the aggregate, amount to less than $10,000.
The amount shown in the “All Other Compensation” column for 2010 for Mr. Haldeman consists entirely of relocation expenses paid as part of the
relocation benefit we agreed to provide when we hired him. The amount shown in the “All Other Compensation” column for 2010 for Mr. Kari consists
of (a) relocation expenses of $369,484 paid as part of the relocation benefit we agreed to provide when we hired him; and (b) financial planning services.
As part of our standard executive relocation program, we purchased Mr. Kari’s former home at a price equal to the average of two independent
appraisals, while the price at which the home ultimately sold was significantly lower because of a decline in the home’s value between our purchase and
the sale. SEC rules require that we include this difference as fiscal year 2010 compensation.
We calculated the incremental cost to us of providing each of Mr. Kari’s and Mr. Haldeman’s relocation expenses based on actual cost; that is, the total
amount of expenses incurred by us in providing the benefit.
Grants of Plan-Based Awards — 2012
The following table contains information concerning grants of plan-based awards to each of the NEOs during 2012. We
are prohibited from issuing equity securities without Treasury’s consent under the terms of the Purchase Agreement.
Accordingly, no stock awards were granted during 2012. For a description of the performance and other measures used to
determine payouts, see “Compensation Discussion & Analysis — Executive Management Compensation Program —
Elements of Total Direct Compensation (TDC),” “— Performance Measures for the Performance-Based Elements of
Compensation,” “— Determination of 2012 Target TDC for NEOs,” and “Compensation Discussion & Analysis —
Determination of Actual 2012 Compensation.”
Table 86 — Grants of Plan-Based Awards — 2012
Estimated Future Payouts Under
Non-Equity Incentive Plan Awards(1)
Name Award Threshold Target / Maximum
Mr. Layton(2) ............................... At-Risk Deferred Salary – Corporate $ — $ —
At-Risk Deferred Salary – Individual — —
Total ——
Mr. Kari .................................. At-Risk Deferred Salary – Corporate — 472,500
At-Risk Deferred Salary – Individual — 472,500
Total — 945,000
Mr. Haldeman .............................. At-Risk Deferred Salary – Corporate — 810,000
At-Risk Deferred Salary – Individual — 810,000
Total — 1,620,000
Mr. Mullings ............................... At-Risk Deferred Salary – Corporate — 229,500
At-Risk Deferred Salary – Individual — 229,500
Total — 459,000
Mr. Weiss ................................. At-Risk Deferred Salary – Corporate — 297,000
At-Risk Deferred Salary – Individual — 297,000
Total — 594,000
Ms. Wisdom ............................... At-Risk Deferred Salary – Corporate — 262,500
At-Risk Deferred Salary – Individual — 262,500
Total — 525,000
(1) The amounts reported reflect At-Risk Deferred Salary granted in 2012, which is subject to reduction based on corporate and individual performance, as
assessed by the Compensation Committee and FHFA. The amount of At-Risk Deferred Salary actually earned can range from 0% of target (reported in
the Threshold column) up to a maximum of 100% of target (reported in the Target/Maximum column). Actual At-Risk Deferred Salary amounts earned
are reported in the “Non-Equity Incentive Plan Compensation” column of “Table 85 — Summary Compensation Table — 2012.”
(2) Mr. Layton is not eligible to receive Deferred Salary.
350 Freddie Mac