SEC Form 4/A · accession 0000034563-17-000126
FARMER BROTHERS CO · FARM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Ellen D Iobst
Officer — CHIEF OPERATIONS OFFICER
Period of report
Nov 10, 2017
Accepted (ET)
Dec 4, 2017 · 7:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000034563
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Stock Units (PBRSUs)F1,F3,F2 | $31.70 | Nov 10, 2017 | A | 3,205 | A | — | Nov 10, 2024 | Common Stock | 3,205 | 3,205 | D |
Explanation of responses
- F1Corrected number of PBRSUs granted.
- F2Grant of performance-based restricted stock units ("PBRSUs") under the Farmer Bros. Co. 2017 Long-Term Incentive Plan. The target number of PBRSUs is presented in the table. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the PBRSUs are scheduled to vest based on achievement of certain financial performance goals for the performance period July 1, 2017 through June 30, 2020. At the end of the three-year performance period, the number of PBRSUs that actually vest will be 0% to 150% of the target amount, depending on the extent to which Farmer Bros. Co. meets or exceeds certain financial performance goals measured over the full three-year performance period. The maximum number of PBRSUs that may vest at the end of the three-year performance period is 4,807 (150% of the target amount).
- F3Corrected number of PBRSUs beneficially owned after the reported transaction.
Remarks
This Form 4 is being amended to report the corrected number of PBRSUs granted to the Reporting Person on November 10, 2017, the corrected maximum number of PBRSUs that may vest at the end of the performance period, and the corrected number of PBRSUs beneficially owned after the reported transaction. Due to a computational error, the original filing on November 14, 2017 reported an incorrect number of PBRSUs, an incorrect maximum number of PBRSUs that may vest at the end of the performance period, and an incorrect number of PBRSUs beneficially owned after the reported transaction.