Freddie Mac 2015 Annual Report Download - page 387

Certain Relationships and Related Transactions
Freddie Mac 2015 Form 10-K 385
subsidiaries had an aggregate notional balance of $22.73 billion of derivatives and $0.85 billion of reverse
repurchase agreements with Freddie Mac. From January 1, 2015 through January 31, 2016, JPMorgan
Chase served as underwriter for $82.76 billion of Freddie Mac’s debt securities and $15.19 billion of
Freddie Mac’s mortgage-related securities.
Mr. Layton receives a pension from JPMorgan Chase in connection with his retirement in 2004. In
addition, Mr. Layton has a deferred compensation balance under JPMorgan Chase’s Deferred
Compensation Plan which earns a return based upon a defined list of mutual funds that Mr. Layton
designates. Payments on the deferred compensation balance began in January 2016, with the balance
payable in fourteen annual installments. Mr. Layton also has deferred compensation (less than 10% of the
total deferred compensation balance) in the form of “private equity balance,” which is expected to be paid
in full in 2016. Mr. Layton’s deferred compensation balance is less than 10% of his total net worth on an
after-tax basis. Mr. Layton also has brokerage and deposit accounts with JPMorgan Chase.
The amounts of Mr. Layton’s pension and deferred compensation do not depend in any way on JPMorgan
Chase’s results as long as JPMorgan Chase is able to meet its obligations. In addition, in order to
eliminate any potential conflicts of interest, Mr. Layton agreed to recuse himself from acting upon matters
directly relating to JPMorgan Chase that may be considered by the Board, or presented to him in his
capacity as CEO and a member of the Board, if such matter has the potential to affect JPMorgan Chase’s
ability to satisfy its obligations to him. Mr. Layton does not have a material interest in our relationship with
JPMorgan Chase, and the relationships described above were not required to be reviewed, approved, or
ratified under our Related Person Transactions Policy.
CONSERVATORSHIP AGREEMENTS
Treasury, FHFA, and the Federal Reserve have taken a number of actions to support us during
conservatorship, including entering into the Purchase Agreement, described in this Form 10-K. See
“MD&A — Conservatorship and Related Matters” and Note 2.