4/A//SEC Filing
MATTEI THOMAS J JR 4/A
Accession 0000034563-17-000124
CIK 0000034563other
Filed
Dec 3, 7:00 PM ET
Accepted
Dec 4, 7:34 PM ET
Size
13.0 KB
Accession
0000034563-17-000124
Insider Transaction Report
Form 4/AAmended
MATTEI THOMAS J JR
GENERAL COUNSEL
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2017-11-10−1,953→ 36,291 totalExercise: $32.85Exp: 2023-11-10→ Common Stock (1,953 underlying) - Award
Performance-Based Restricted Stock Units (PBRSUs)
2017-11-10+2,954→ 2,954 totalExercise: $31.70Exp: 2024-11-10→ Common Stock (2,954 underlying) - Award
Stock Option (right to buy)
2017-11-10+8,995→ 38,244 totalExercise: $31.70Exp: 2024-11-10→ Common Stock (8,995 underlying)
Footnotes (7)
- [F1]Corrected number of PBRSUs granted.
- [F2]Grant of performance-based restricted stock units ("PBRSUs") under the Farmer Bros. Co. 2017 Long-Term Incentive Plan (the "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 4,431 (150% of the target amount).
- [F3]Corrected number of PBRSUs beneficially owned after the reported transaction.
- [F4]Corrected number of shares issuable under the stock option granted.
- [F5]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, 2018, subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances.
- [F6]Corrected number of shares issuable under stock options beneficially owned after the reported transaction.
- [F7]Forfeiture of performance-based non-qualified stock options ("PNQs") granted to the Reporting Person on 11/10/2016 under the Farmer Bros. Co. Amended and Restated 2007 Long-Term Incentive Plan that were eligible to vest based on time and the achievement of certain financial performance objectives. Upon grant, the target vesting amount was reported in Table II of Form 4 filed with the SEC on 11/14/2016. On 11/10/2017, based on the Issuer's failure to achieve certain financial performance objectives over the applicable performance period, a total of 1,953 PNQs were forfeited. Of the remaining 7,815 PNQs subject to the award, as of 11/10/2017, 2,605 PNQs have vested and 5,210 PNQs remain eligible to vest. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, one half of the remaining PNQs are scheduled to vest on each of 11/10/2018 and 11/10/2019.
Documents
Issuer
FARMER BROTHERS CO
CIK 0000034563
Entity typeother
Related Parties
1- filerCIK 0001627453
Filing Metadata
- Form type
- 4/A
- Filed
- Dec 3, 7:00 PM ET
- Accepted
- Dec 4, 7:34 PM ET
- Size
- 13.0 KB