FARMER BROTHERS CO 8-K

What Happened

• Farmer Brothers Co. (FARM) filed an 8‑K on May 5, 2026 reporting the closing of the previously announced merger and the related termination of its Credit Agreement. The company issued a press release dated May 5, 2026 announcing completion of the merger (Exhibit 99.1).
• In connection with the closing, the Credit Agreement dated April 26, 2021 among Farmer Brothers, certain subsidiaries, the lenders party thereto and Wells Fargo Bank, National Association (as administrative agent and lender) was terminated on the Closing Date.

Key Details

• Merger: Agreement and Plan of Merger dated March 3, 2026 (incorporated by reference from FARM’s 8‑K filed March 4, 2026).
• Credit facility: Credit Agreement dated April 26, 2021 was terminated at closing; Wells Fargo Bank, N.A. served as administrative agent under that facility.
• Corporate governance: Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws of Farmer Bros. Co. are filed as Exhibits 3.1 and 3.2.
• Related disclosures: The 8‑K incorporates information regarding changes in control, potential modifications to security holder rights, director/officer changes and a form of separation agreement (Items 3.01, 3.03, 5.01, 5.02, 5.03 and Exhibit 10.1).

Why It Matters

• The filing confirms a completed change in control for Farmer Brothers and the formal termination of its standing credit facility, which are material events for shareholders and creditors.
• Investors should review the May 5, 2026 press release and the referenced merger agreement and corporate charter/bylaws amendments for details on governance changes, treatment of equity and any management or listing implications.