Mara Shaun 4

What Happened
Mara Shaun, a director of Farmer Brothers Co. (FARM), had 38,000 shares disposed of to the issuer on May 5, 2026 as part of the company’s merger. Each share was converted into $1.29 in cash under the merger terms, producing total proceeds of $49,020. This was a merger-related disposition (not an open-market sale).

Key Details

• Transaction date: 2026-05-05; Price per share: $1.29; Total value: $49,020.
• Transaction type: Disposition to issuer (D) — shares were cancelled and converted into cash at the effective time of the merger.
• Shares owned after transaction: The filing reflects the cancelation/conversion of outstanding common stock under the merger; the Form 4 does not list a post-transaction common‑stock balance.
• Relevant footnotes:
  • F1: Merger of Farmer Brothers into a subsidiary of Royal Cup — all outstanding common stock cancelled and converted into $1.29 per share cash; board approved treatment consistent with Rule 16b-3.
  • F2/F3: Outstanding restricted stock units (RSUs) were cancelled and holders receive a contingent cash payment equal to RSU shares × $1.29 (plus any accrued dividend equivalents, less withholding), subject to RSU terms.
• Filing timeliness: Form filed on 2026-05-05 (same day as the reported transaction), indicating a timely report.

Context
This was a corporate-merger cash-out, so the disposition reflects mandatory conversion/cancellation under the Merger Agreement rather than a voluntary insider sale. Footnotes show the merger also converts outstanding RSUs into cash payables based on the $1.29 per‑share consideration.