0001181431-12-021908.txt : 20120403 0001181431-12-021908.hdr.sgml : 20120403 20120403174052 ACCESSION NUMBER: 0001181431-12-021908 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120328 FILED AS OF DATE: 20120403 DATE AS OF CHANGE: 20120403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MORTENSEN THOMAS W CENTRAL INDEX KEY: 0001546236 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34249 FILM NUMBER: 12739145 MAIL ADDRESS: STREET 1: 20333 S. NORMANDIE AVE CITY: TORRANCE STATE: CA ZIP: 90502 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FARMER BROTHERS CO CENTRAL INDEX KEY: 0000034563 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 950725980 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 20333 S NORMANDIE AVE CITY: TORRANCE STATE: CA ZIP: 90502 BUSINESS PHONE: 3107875200 MAIL ADDRESS: STREET 1: 20333 SOUTH NORMANDIE AVENUE CITY: TORRANCE STATE: CA ZIP: 90502 3 1 rrd340593.xml INITIAL STATEMENT X0205 3 2012-03-28 0 0000034563 FARMER BROTHERS CO FARM 0001546236 MORTENSEN THOMAS W 20333 S. NORMANDIE AVE. TORRANCE CA 90502 0 1 0 0 SR. VICE PRES.OF ROUTE SALES Common Stock $1 par value 1308 D Common Stock $1 par value 6948 I Held in Employee Stock Ownership Plan. Common Stock $1 par value 465 D Common Stock $1 par value 465 D Common Stock $1 par value 1070 D Stock Option (right to buy) 22.70 2015-02-20 Common Stock 3000 D Stock Option (right to buy) 21.76 2015-12-11 Common Stock 3000 D Stock Option (right to buy) 18.41 2016-12-10 Common Stock 3035 D Stock Option (right to buy) 18.03 2017-12-09 Common Stock 3035 D Stock Option (right tobuy) 7.32 2018-12-08 Common Stock 3035 D Shares that have been allocated to the reporting person as of the date of this filing pursuant to the Employee Stock Ownership Plan. Restricted stock granted to reporting person on December 10, 2009 under the 2007 Omnibus Plan; 100% of the shares will vest on December 10, 2012, subject to acceleration provisions of the 2007 Omnibus Plan and restricted stock agreement. Restricted stock granted to reporting person on December 9, 2010 under the 2007 Omnibus Plan; 100% of the shares will vest on December 9, 2013, subject to acceleration provisions of the 2007 Omnibus Plan and restricted stock agreement. Restricted stock granted to reporting person on December 8, 2011 under the 2007 Omnibus Plan; 100% of the shares will vest on December 8, 2014, subject to acceleration provisions of the 2007 Omnibus Plan and restricted stock agreement. Non-qualified stock option granted to reporting person on February 20, 2008, which stock option vested fully on February 20, 2011. 100% of the shares are vested and exercisable as of the date of this filing. Non-qualified stock option granted to reporting person on December 11, 2008, which stock option vested fully on December 11, 2011. 100% of the shares are vested and exercisable as of the date of this filing. Non-qualified stock option granted to reporting person on December 10, 2009. The stock option vests pursuant to a three year vesting schedule, whereby one-third of the total number of shares issuable under the option becomes exercisable each year on the anniversary of the grant date, commencing on December 10, 2009, subject to the acceleration provisions of the 2007 Omnibus Plan and stock option agreement. As of the date of this filing, 2,023 shares are vested and exercisable. Non-qualified stock option granted to reporting person on December 9, 2010. The stock option vests pursuant to a three year vesting schedule, whereby one-third of the total number of shares issuable under the option becomes exercisable each year on the anniversary of the grant date, commencing on December 9, 2010, subject to the acceleration provisions of the 2007 Omnibus Plan and stock option agreement. As of the date of this filing, 1,011 shares are vested and exercisable. Non-qualified stock option granted to reporting person on December 8, 2011. The stock option vests pursuant to a three year vesting schedule, whereby one-third of the total number of shares issuable under the option becomes exercisable each year on the anniversary of the grant date, commencing on December 8, 2011, subject to the acceleration provisions of the 2007 Omnibus Plan and stock option agreement. As of the date of this filing, none of the shares is vested and exercisable. Exhibit 24. Power of Attorney attached. /s/ Larry B. Garrett, Attorney-In-Fact 2012-04-03 EX-24. 2 rrd305466_344611.htm LIMITED POWER OF ATTORNEY rrd305466_344611.html 
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS

      Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Jeffrey A. Wahba and Larry B. Garrett, each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:
      (1)	prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Farmer Bros. Co., a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act");
      (2)	seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to each of the undersigned's attorneys-in-fact appointed by this Limited Power of Attorney and approves and ratifies any such release of information; and
      (3)	perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.
      The undersigned acknowledges that:
      (1)	this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;
      (2)	any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;
      (3)	neither the Company nor either of such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and
      (4)	this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.
      The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.
      This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.
      IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 30th day of March, 2012.

_Thomas W. Mortensen_________________
Print Name of Reporting Person or Entity



/s/ Thomas W. Mortensen
Signature