v3.26.1
Conservatorship, Senior Preferred Stock Purchase Agreement and Related Matters
3 Months Ended
Mar. 31, 2026
Conservatorship, Preferred Stock Agreements, And Related Parties [Abstract]  
Conservatorship, Senior Preferred Stock Purchase Agreement and Related Matters Conservatorship, Senior Preferred Stock Purchase Agreement and Related Matters
Conservatorship
We are currently operating under conservatorship, with FHFA acting as conservator. The conservatorship and related matters significantly affect our management, business activities, financial condition and results of operations.
Senior Preferred Stock Purchase Agreement
FHFA, as conservator, entered into a senior preferred stock purchase agreement with Treasury on our behalf in September 2008. In connection with that agreement, we issued Treasury one million shares of Variable Liquidation Preference Senior Preferred Stock, Series 2008-2, which we refer to as the “senior preferred stock,” and a warrant to purchase shares equal to 79.9% of our common stock, on a fully diluted basis, for a nominal price of $0.00001 per share. This agreement also provides funding to us under certain circumstances if we have a net worth deficit. Pursuant to the senior preferred stock purchase agreement, we have received a total of $119.8 billion from Treasury as of March
31, 2026, and the amount of remaining funding available to us under the agreement is $113.9 billion. We have not received any funding from Treasury under this commitment since the first quarter of 2018. We had a positive net worth of $112.7 billion as of March 31, 2026.
The dividend provisions of the senior preferred stock permit us to retain increases in our net worth until our net worth exceeds the amount of adjusted total capital necessary for us to meet the capital requirements and buffers under the enterprise regulatory capital framework established by FHFA. As a result of our conservatorship status and the terms of the senior preferred stock, no amounts would be available to distribute as dividends to common or preferred stockholders (other than to Treasury as the holder of the senior preferred stock).
The aggregate liquidation preference of the senior preferred stock increased to $230.5 billion as of March 31, 2026 from $227.0 billion as of December 31, 2025, due to the increase in our net worth in the fourth quarter of 2025. The aggregate liquidation preference of the senior preferred stock will further increase to $234.2 billion as of June 30, 2026, due to the increase in our net worth in the first quarter of 2026.
Related Parties
U.S. FinTech Customer Services Agreement
Fannie Mae and Freddie Mac jointly own U.S. Financial Technology, LLC ("U.S. FinTech"), a limited liability company that operates a common securitization platform. As a result of this joint ownership, U.S. FinTech is considered a related party. U.S. FinTech operates as a separate entity from Fannie Mae and Freddie Mac.
Our Customer Services Agreement with U.S. FinTech was amended effective January 1, 2026. Under the amended agreement, Fannie Mae and Freddie Mac will pay service fees to U.S. FinTech. Previously, Fannie Mae and Freddie Mac funded U.S. FinTech’s operations through capital contributions. The service fees are based on a cost‑plus arrangement with a fixed margin and are split equally between the two companies. We record the service fees and our share of U.S. FinTech’s net operating income (losses) in “Other income (expense), net.”