0001209191-17-016152.txt : 20170301 0001209191-17-016152.hdr.sgml : 20170301 20170301190843 ACCESSION NUMBER: 0001209191-17-016152 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170220 FILED AS OF DATE: 20170301 DATE AS OF CHANGE: 20170301 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: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1912 FARMER BROTHERS DRIVE CITY: NORTHLAKE STATE: TX ZIP: 76262 BUSINESS PHONE: 888 998 2468 MAIL ADDRESS: STREET 1: P O BOX 77057 CITY: FORT WORTH STATE: TX ZIP: 76177 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIERS SCOTT A CENTRAL INDEX KEY: 0001699367 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34249 FILM NUMBER: 17656363 MAIL ADDRESS: STREET 1: FARMER BROS. CO. STREET 2: P O BOX 77057 CITY: FORT WORTH STATE: TX ZIP: 76177 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-02-20 0 0000034563 FARMER BROTHERS CO FARM 0001699367 SIERS SCOTT A FARMER BROS CO. 1912 FARMER BROTHERS DRIVE NORTHLAKE TX 76262 0 1 0 0 SENIOR VP & GM-DIRECT SHIP Common Stock, $1.00 par value 428 D Common stock, $1.00 par value 1632 I Held under Employee Stock Ownership Plan Stock Option (right to buy) 13.09 2020-02-27 Common Stock 2720 D Stock Option (right to buy) 21.33 2020-12-12 Common Stock 4700 D Stock Option (right to buy) 23.44 2022-02-09 Common Stock 9095 D Stock Option (right to buy) 29.48 2022-12-03 Common Stock 8720 D Stock Option (right to buy) 32.85 2023-11-10 Common Stock 7515 D These options have vested and are currently exercisable. Grant of non-qualified stock option under the Farmer Bros. Co. Amended and Restated 2017 Long-Term Incentive Plan ("Plan"); 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 February 9, 2016, based on the Company's achievement of a modified net income target for each fiscal year of the performance period, subject to catch-up vesting of previously unvested shares in a subsequent year within the three year period in which a cumulative modified net income target is achieved and the acceleration provisions of the Plan and stock option agreement, and subject to the participant's employment by the Company or service on the Board of Directors of the Company on the applicable vesting date. The performance target for the first and second tranches of this award were met and 6,063 options have vested and are exercisable. Grant of non-qualified stock option under the Plan; 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 3, 2016, based on the Company's achievement of a modified net income target for fiscal 2016 as approved by the Compensation Committee, subject to the acceleration provisions of the Plan and stock option agreement, and subject to the participant's employment by the Company or service on the Board of Directors of the Company on the applicable vesting date. The performance target for the first tranche of this award was met and 2,906 options have vested and are currently exercisable. Grant of non-qualified stock option under the Plan; 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 November 10, 2017, based on the Company's achievement of a modified net income target for fiscal 2017 ("2017 Target") as approved by the Compensation Committee, and the acceleration provisions of the Plan and stock option agreement, and subject to the participant's employment by the Company or service on the Board of Directors of the Company on the applicable vesting date. Twenty percent (20%) of the total number of shares subject to each stock option will be forfeited if the Company's actual modified net income for fiscal 2017 is lower than the FY 2017 Target. /s/ Thomas J. Mattei, Jr., Attorney-In-Fact for Scott A. Siers 2017-03-01