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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Waite Carol Farmer 20333 S. NORMANDIE AVE TORRANCE, CA 90502 |
X | Trustee, Beneficiary, Settlor | ||
Grossman Jeanne Farmer 20333 SOUTH NORMANDIE AVENUE TORRANCE, CA 90502 |
X | X | Trustee, Beneficiary, Settlor | |
Farmer Richard F 20333 S NORMANDIE AVE TORRANCE, CA 90502 |
X | Trustee, Beneficiary, Settlor |
/s/ Carol Farmer Waite | 01/09/2012 | |
**Signature of Reporting Person | Date | |
/s/ Carol Farmer Waite, Attorney-In-Fact for Jeanne Farmer Grossman | 01/09/2012 | |
**Signature of Reporting Person | Date | |
/s/ Carol Farmer Waite, Attorney-In-Fact for Richard F. Farmer | 01/09/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On December 30, 2011, in connection with its dissolution, Farmer Equities, LP distributed all shares of Farmer Brothers Co. common stock held by it to various trusts for which Carol Farmer Waite, Jeanne Farmer Grossman and Richard F. Farmer serve as trustees, including the trusts that were the general partners of Farmer Equities, LP (the "Distribution"). No shares were purchased or sold. |
(2) | In connection with the Distribution, 297,404 shares of Farmer Brothers Co. common stock held by Farmer Equities, LP were distributed to a trust for which Ms. Waite is the sole trustee and settlor. No shares were purchased or sold. |
(3) | In connection with the Distribution, 297,403 shares of Farmer Brothers Co. common stock held by Farmer Equities, LP were distributed to a trust for which Ms. Grossman is the sole trustee and settlor. No shares were purchased or sold. |
(4) | In connection with the Distribution, 297,403 shares of Farmer Brothers Co. common stock held by Farmer Equities, LP were distributed to a trust for which Mr. Farmer is the sole trustee and settlor. No shares were purchased or sold. |
(5) | In connection with the Distribution, 855,275 shares of Farmer Brothers Co. common stock held by Farmer Equities, LP were distributed to a family trust for which Ms. Waite and Ms. Grossman are the co-trustees. The shares held by such trust are beneficially owned by each of Ms. Waite, Ms. Grossman and Mr. Farmer to the extent of their proportionate interests in such trust, provided that 37,000 shares held by such trust are held in trust for the benefit of Ms. Grossman's daughter. At the option of the Reporting Persons, the entire amount of the trust's interest in the shares is being reported. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein. No shares were purchased or sold. |
(6) | In connection with the Distribution, 870,045 shares of Farmer Brothers Co. common stock held by Farmer Equities, LP were distributed to a family trust for which Ms. Waite and Ms. Grossman are the co-trustees. The shares held by such trust are beneficially owned by each of Ms. Waite, Ms. Grossman and Mr. Farmer to the extent of their proportionate interests in such trust. At the option of the Reporting Persons, the entire amount of the trust's interest in the shares is being reported. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or her pecuniary interest therein. No shares were purchased or sold. |