UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or
15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 26, 2011
FEDERAL HOME LOAN MORTGAGE CORPORATION
(Exact name of registrant as specified in its charter)
Freddie Mac
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Federally chartered
corporation
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001-34139
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52-0904874
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(State or other jurisdiction of
incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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8200 Jones Branch Drive
McLean, Virginia
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22102
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(703) 903-2000
Not applicable
(Former name or former address, if changed since last
report)
Check the appropriate box below if the
Form 8-K
filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
o Soliciting
material pursuant to
Rule 14a-12
under the Exchange Act
(17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to
Rule 14d-2(b)
under the Exchange Act
(17 CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to
Rule 13e-4(c)
under the Exchange Act
(17 CFR 240.13e-4(c))
Item 5.02. Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On October 26, 2011, the Federal Housing Finance Agency
(“FHFA”), the Conservator of Freddie Mac (formally
known as the Federal Home Loan Mortgage Corporation), issued a
press release announcing that Freddie Mac directors John A.
Koskinen and Robert R. Glauber have reached the previously
established mandatory retirement age, as set forth in
FHFA’s corporate governance regulation and Freddie
Mac’s Corporate Governance Guidelines, and will be stepping
down from the Board at the expiration of their current terms.
In anticipation of these retirements and to promote a smooth
transition, FHFA also announced that Christopher S. Lynch, a
Freddie Mac director and the Chairman of the Board’s Audit
Committee since December 2008, will assume the role of
Non-Executive Chairman of the Board, commencing with the
Board’s next regularly scheduled meeting in December 2011.
In addition, FHFA announced that Charles E. Haldeman, Jr.,
Freddie Mac’s Chief Executive Officer and a member of the
Board since August 2009, has expressed his desire to step down
from those positions in the coming year. FHFA’s
announcement indicates that Acting Director Edward J. DeMarco
has asked Mr. Koskinen and Mr. Lynch to work with the
other members of the Board and with FHFA on developing a
succession plan for the position of Chief Executive Officer, and
that the Board will begin that process shortly. According to
FHFA’s announcement, Mr. Haldeman has assured the
Board and FHFA of his commitment to remain as Chief Executive
Officer until the transition has taken place.
A copy of the press release issued by FHFA on October 26,
2011 regarding these developments is attached as
Exhibit 99.1 to this Report on
Form 8-K
and incorporated herein by reference.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits.
The following exhibit is being filed as part of this Report on
Form 8-K:
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Exhibit Number
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Description of Exhibit
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99.1
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Press Release, dated October 26, 2011, issued by FHFA
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