0001181431-13-014504.txt : 20130305
0001181431-13-014504.hdr.sgml : 20130305
20130305165634
ACCESSION NUMBER: 0001181431-13-014504
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130301
FILED AS OF DATE: 20130305
DATE AS OF CHANGE: 20130305
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Wahba Jeffrey A
CENTRAL INDEX KEY: 0001408483
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34249
FILM NUMBER: 13666522
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
4
1
rrd372556.xml
OPTION EXERCISE AND SALE OF SHARES
X0306
4
2013-03-01
0
0000034563
FARMER BROTHERS CO
FARM
0001408483
Wahba Jeffrey A
20333 S. NORMANDIE AVE.
TORRANCE
CA
90502
0
0
0
1
CONSULTANT PERFORMING CFO TASK
Common Stock, $1.00 par value
2013-03-01
4
M
0
50000
9.63
A
93500
I
As Trustee of Family Living Trust
Common Stock, $1.00 par value
2013-03-01
4
M
0
15000
10.82
A
108500
I
As Trustee of Family Living Trust
Common Stock, $1.00 par value
2013-03-01
4
M
0
50000
10.82
A
158500
I
As Trustee of Family Living Trust
Common Stock, $1.00 par value
2013-03-01
4
S
0
115000
12.7721
D
43500
I
As Trustee of Family Living Trust
Stock option (Right to Buy)
9.63
2013-03-01
4
M
0
50000
0
D
2012-05-19
2013-06-01
Common stock
50000
92999
D
Stock option (Right to Buy)
10.82
2013-03-01
4
M
0
15000
0
D
2013-02-13
2013-06-01
Common stock
15000
77999
D
Stock option (Right to Buy)
10.82
2013-03-01
4
M
0
50000
0
D
2012-12-31
2013-06-01
Common stock
50000
27999
D
Exercise of non-qualified stock option granted on May 19, 2011, which vested and became exercisable on May 19, 2012, the anniversary date of the grant. As a result of the termination of the Reporting Person's employment on February 28, 2013, the option would have expired on June 1, 2013, if not exercised pursuant to the provisions of the Farmer Bros. Co. 2007 Omnibus Plan (the "Omnibus Plan") and the stock option award agreement.
Exercise of non-qualified stock option granted on February 13, 2012, which vested and became exercisable on February 13, 2013, the anniversary date of the grant. As a result of the termination of the Reporting Person's employment on February 28, 2013, the option would have expired on June 1, 2013, if not exercised pursuant to the provisions of the Omnibus Plan and the stock option award agreement.
Exercise of non-qualified stock option granted on February 13, 2012, the vesting of which was accelerated to December 31, 2012 pursuant to the acceleration provisions of that certain Second Amended and Restated Employment Agreement, effective as of February 13, 2012, between the Company and the Reporting Person. As a result of the termination of the Reporting Person's employment on February 28, 2013, the option would have expired on June 1, 2013, if not exercised pursuant to the provisions of the Omnibus Plan and the stock option award agreement.
Sale of shares from option exercises reported elsewhere on this form, with a portion of the proceeds delivered to the issuer for payment of the exercise price of the options under the Omnibus Plan. This transaction was executed in multiple trades at prices ranging from $12.50 to $13.27. The price reported above is the weighted average sale price. The Reporting Person hereby undertakes to provide upon request by the SEC, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
/s/ Jeffrey A. Wahba
2013-03-05