Form 8-K Federal Home Loan Bank For: Nov 23

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November 30, 2022 12:22 PM EST

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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):						November 23, 2022

Federal Home Loan Bank of Des Moines

__________________________________________

(Exact name of registrant as specified in its charter)

Federally Chartered Corporation of the United States

000-51999

42-6000149

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

909 Locust Street

Des Moines, Iowa

50309

(Address of principal executive offices)

(Zip Code)



Registrant's telephone number, including area code:						515-412-2100


			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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if they registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 5, 2022, the Board of Directors of the Federal Home Loan Bank of Des Moines (“Bank”) adopted the 2023 Director Fee Policy (“Policy”), effective January 1, 2023. The Policy is subject to non-objection from the Federal Housing Finance Agency, which the Bank received on November 23, 2022. The Bank expects to compensate its directors in accordance with this Policy. The Policy provides for annual compensation, the reimbursement of reasonable expenses, performance requirements, and the ability to participate in the Bank’s deferred compensation program, as summarized below.

Annual Compensation


	Annual Compensation
Chair of Board of Directors	$	155,000
Vice Chair of Board of Directors	140,000
Chairs of Audit, Risk and Compliance, and Human Resources and Compensation Committees	135,000
Chairs of all other Board Committees	130,000
All other Directors	120,000

Expense Reimbursement

The Bank will reimburse directors for necessary and reasonable expenses incurred in connection with the performance of their duties in accordance with the Bank’s Expense Reimbursement Policy.

Performance Requirements

Directors are expected to attend all Board meetings and meetings of the committees on which they serve and are compensated quarterly, however the Bank has the right to withhold the fourth quarter payment in the even the director attends less than 75 percent of all required meetings. Further, if a Director serves on the Board for only a portion of a calendar year, or only serves as a Board Chair, Board Vice Chair, or Committee Chair for a portion of a calendar year, then the annual compensation to which such director is entitled for that calendar year shall be adjusted accordingly on a pro-rata basis. In addition, the Chair and Vice Chair of the Board have the authority to make other compensation adjustments, as necessary, for any director that fails to meet performance requirements.

Deferred Compensation

Directors are eligible to participate in the Bank’s Deferral Plan for Directors. Under this plan, directors may elect to defer all or a portion of their directors’ fees.

The foregoing description of the 2023 Director Fee Policy is qualified in its entirety by reference to the copy of the 2023 Director Fee Policy included herein as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number 99.1 2023 Director Fee Policy

Exhibit Number 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.