Farmer Bros. Co. |
Common Stock, $1.00 Par Value |
307675108 |
December 31, 2013 |
* | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
CUSIP No. 307675108 |
1 | Names of Reporting Persons Farmer Bros. Co. Employee Stock Ownership Plan | |||
2 | Check the Appropriate Box if a Member of a Group (See Instructions) (a) ¨ (b) ¨ | |||
3 | SEC Use Only | |||
4 | Citizenship or Place of Organization California | |||
Number of Shares Beneficially Owned by Each Reporting Person With | 5 | Sole Voting Power 2,507,080 | ||
6 | Shared Voting Power 1,944,154 | |||
7 | Sole Dispositive Power 562,926 | |||
8 | Shared Dispositive Power 0 | |||
9 | Aggregate Amount Beneficially Owned by Each Reporting Person 2,507,080 | |||
10 | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨ | |||
11 | Percent of Class Represented by Amount in Row (9) 15.2% | |||
12 | Type of Reporting Person (See Instructions) EP |
Item 1(a) | Name of Issuer: |
Farmer Bros. Co. | |
Item 1(b) | Address of Issuer’s Principal Executive Offices: |
20333 South Normandie Avenue, Torrance, California 90502 | |
Item 2(a) | Name of Person Filing: |
Farmer Bros. Co. Employee Stock Ownership Plan | |
Item 2(b) | Address of Principal Business Office or, if none, Residence: |
20333 South Normandie Avenue | |
Torrance, California 90502 | |
Item 2(c) | Citizenship: |
California | |
Item 2(d) | Title of Class of Securities: |
Common Stock, $1.00 par value | |
Item 2(e) | CUSIP Number: |
307675108 | |
Item 3. | If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: |
(a) | ¨ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
(b) | ¨ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | ¨ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | ¨ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8); |
(e) | ¨ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
(f) | ý | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
(g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
(h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | ¨ | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
(j) | ¨ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
(k) | ¨ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). |
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
Item 4. | Ownership. |
(a) | Amount beneficially owned: 2,507,080 |
(b) | Percent of class: 15.2% |
(c) | Number of shares as to which the person has: |
(a) | Sole power to vote or to direct the vote 2,507,080 |
(b) | Shared power to vote or to direct the vote 1,944,154 |
(c) | Sole power to dispose or to direct the disposition of 562,926 |
(d) | Shared power to dispose or to direct the disposition of 0 |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of Group. |
Item 10. | Certifications. |
By: | /S/ MICHAEL H. KEOWN | |
Name: | Michael H. Keown | |
Title: | Member of the Administrative Committee of the Farmer Bros. Qualified Employee retirement Plans |
By: | /S/ MARK J. NELSON | |
Name: | Mark J. Nelson | |
Title: | Member of the Administrative Committee of the Farmer Bros. Qualified Employee retirement Plans |
By: | /S/ LLOYD PATRICK QUIGGLE | |
Name: | Lloyd Patrick Quiggle | |
Title: | Member of the Administrative Committee of the Farmer Bros. Qualified Employee retirement Plans |
By: | /S/ THOMAS J. MATTEI, JR. | |
Name: | Thomas J. Mattei, Jr. | |
Title: | Member of the Administrative Committee of the Farmer Bros. Qualified Employee retirement Plans |