Ex 10.2

March 6, 2024

JCP Investment Partnership, LP

1177 West Loop South, Suite 1320

Houston, TX 77027

Attn: James C. Pappas

Email: jcp@jcpinv.com

22NW, LP

590 1st Ave. S, Unit C1

Seattle, WA 98104

Attn: Aron R. English

Email: english@englishcap.com

Olshan Frome Wolosky LLP

1325 Avenue of the Americas

New York, NY 10019

Attn: Ryan Nebel

Rebecca Van Derlaske

Email: rnebel@olshanlaw.com

rvanderlaske@olshanlaw.com

Re: Amendment to Letter Agreement

Dear Messrs. Pappas and English:

Reference is hereby made to the letter agreement (the “letter agreement”), dated November 7, 2023, by and among Farmer Bros. Co. (the “Company”), JCP Investment Partnership, LP (collectively with JCP Investment Partners, LP, JCP Investment Holdings, LLC, JCP Investment Management, LLC and James C. Pappas, “JCP”), 22NW, LP (collectively with 22NW Fund, LP, 22NW Fund GP, LLC, 22NW GP, Inc., Aron R. English, "22NW") and Bryson O. Hirai-Hadley. In accordance with Section 9 of the letter agreement, the parties to the letter agreement hereby modify the letter agreement by deleting Section 2(ii) thereof in its entirety. Other than as modified hereby, the letter agreement will continue in effect and terminate in accordance with its terms.

[Remainder of page intentionally left blank; signature pages follow.]

Ex 10.2

IN WITNESS WHEREOF, the undersigned has duly executed this amendment to the letter of the agreement as of the date first written above.

COMPANY:

FARMER BROS. CO.

By:

Name: John E. Moore, III

Title: Chief Executive Officer

Address for Notices to the Company:

Farmer Bros. Co.

1912 Farmer Brothers Drive

Northlake, TX 76262

Attn: General Counsel

Email: LegalDepartment@farmerbros.com

Ex 10.2

IN WITNESS WHEREOF, the undersigned has duly executed this amendment to the letter of the agreement as of the date first written above.

JCP:

By:

James C. Pappas, individually and on behalf of JCP

Investment Partnership, LP, JCP Investment Partners,

LP, JCP Investment Holdings, LLC and JCP Investment

Management, LLC, in his appropriate capacity for each

entity

Address for Notices to JCP:

1177 West Loop South, Suite 1320

Houston, TX 77027

Attn: James C. Pappas

Email: jcp@jcpinv.com

Ex 10.2

IN WITNESS WHEREOF, the undersigned has duly executed this amendment to the letter of the agreement as of the date first written above.

22NW:

By:

Aron R. English, individually and on behalf of 22NW,

LP, 22NW Fund, LP, 22NW Fund GP, LLC and 22NW

GP, Inc., in his appropriate capacity for each entity

Address for Notices to 22NW:

590 1st Ave. S, Unit C1

Seattle, WA 98104

Attn: Aron R. English

Email: english@englishcap.com