FARMER BROTHERS CO — Director's Dealing 2017

Dec 5, 2017

SEC Form 4/A — Form 4/A

Issuer: FARMER BROTHERS CO (FARM)
CIK: 0000034563
Period of Report: 2017-11-10

Reporting Person: KEOWN MICHAEL H (Director, PRESIDENT, CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-10	Performance-Based Restricted Stock Units (PBRSUs)	$31.7	A	9464	Acquired	2024-11-10	Common Stock (9464.0)	Direct

Footnotes

F1: Corrected number of PBRSUs granted on November 10, 2017.

F2: Grant of performance-based restricted stock units ("PBRSUs") under the Farmer Bros. Co. 2017 Long-Term Incentive Plan. The target number of PBRSUs is presented in the table. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the PBRSUs are scheduled to vest based on achievement of certain financial performance goals for the performance period July 1, 2017 through June 30, 2020. At the end of the three-year performance period, the number of PBRSUs that actually vest will be 0% to 150% of the target amount, depending on the extent to which Farmer Bros. Co. meets or exceeds certain financial performance goals measured over the full three-year performance period. The maximum number of PBRSUs that may vest at the end of the three-year performance period is 14,196 (150% of the target amount).

F3: Corrected number of PBRSUs beneficially owned after the reported transaction.