Farmer Brother SEC Filings

Farmer Bros. Co. (FARM) reported Q1 FY2026 results with net sales of $81.6 million, down 4.1% year over year, as volumes declined and average prices rose. Gross margin fell to 39.7% from 43.9% on higher green coffee costs, driving a loss from operations of $3.2 million. Net loss was $4.0 million, or $0.19 per share, compared with a $5.0 million loss a year ago.

Operating expenses decreased to 43.6% of sales, reflecting lower selling and G&A costs and smaller asset disposal losses. Cash used in operating activities was $5.0 million, with inventories up to $55.2 million. Cash and equivalents were $3.8 million, and borrowings under the revolver totaled $18.3 million; availability was $31.2 million. Adjusted EBITDA was $1.4 million with margin of 1.7%. The company remained in compliance with credit facility covenants and plans $9–$11 million in FY2026 capital expenditures.

Farmer Bros. Co. furnished an update announcing it issued a press release with financial results for its first fiscal quarter ended September 30, 2025, and scheduled an audio-only investor call at 5:00 p.m. Eastern on November 6, 2025.

The press release is available under “Investors” on the company’s website and is attached as Exhibit 99.1. A webcast replay will be available about two hours after the event and remain accessible for at least 30 days. The information was furnished under Item 2.02 and is not deemed filed under the Exchange Act.

Farmer Brothers (FARM) reported an insider equity update for VP and Controller Matthew Coffman. On 11/01/2025, a cash‑settled restricted stock unit vested and settled in cash, tied to 2,604 underlying shares. A related tax-withholding transaction (Code F) disposed of 634 common shares at $1.76.

After these transactions, direct common stock holdings were 57,445 shares, with an additional 5,846.731 shares held in the company’s 401(k) plan. Remaining derivative holdings were 116,667 cash‑settled RSUs.

Farmer Brothers (FARM) reported an insider transaction by its VP, General Counsel. On 11/01/2025, a cash-settled restricted stock unit vested and settled in cash based on the closing price of the company’s common stock. A related non-derivative transaction showed 1,426 shares of common stock with transaction code F at $1.76 per share.

Following the reported transactions, the officer beneficially owned 200,230 common shares directly and 8,545.676 shares indirectly through the company’s 401(k) plan.

Farmer Bros. Co. filed an amended Form 10‑K/A to provide Part III disclosures on directors, executive officers, corporate governance, and executive compensation for the year ended June 30, 2025. The filing confirms Grant Thornton LLP as auditor (Firm ID 248) and that a majority of directors and all committee members are independent under Nasdaq rules.

The company reported 21,602,012 shares outstanding as of October 1, 2025 and an aggregate market value held by non‑affiliates of $30.4 million as of December 31, 2024. For fiscal 2025 short‑term incentives, the Compensation Committee used adjusted EBITDA; adjusted EBITDA was $14.8 million, corresponding to a 67.4% payout on the financial metric, with select individual adjustments. Long‑term incentives include RSUs and PBRSUs with three‑year goals tied to cumulative FCF and stock price hurdles. The CEO pay ratio was 28.6:1.

Board committees—Audit, Compensation, and Nominating & Corporate Governance—met regularly during fiscal 2025, and the company maintains stock ownership guidelines, a clawback policy, and an insider trading policy.

Matthew Coffman, Vice President and Controller of Farmer Brothers Co (FARM), reported transactions dated 09/15/2025. The filing shows a disposition of 58,079 shares of common stock and reports 5,848.18 shares held indirectly in the company 401(k) plan. On the same date the reporting person received a grant of 50,000 cash-settled restricted stock units (CRSUs) under the 2017 Long-Term Incentive Plan. The CRSUs vest in three equal annual installments beginning 09/15/2026 and will settle in cash upon vesting, subject to continued service and plan acceleration provisions. The form indicates 119,271 shares beneficially owned following the reported derivative grant and is signed by an attorney-in-fact on 09/17/2025.

Brian David Miller, Vice President of Sales at Farmer Brothers Co (FARM), was granted equity awards effective September 15, 2025. The filing shows 25,000 restricted stock units (RSUs) that will settle in common stock and 25,000 cash‑settled restricted stock units (CRSUs), each vesting in three equal annual installments beginning September 15, 2026. The RSUs and CRSUs were granted under the companys 2017 Long-Term Incentive Plan and reflect continued service and standard acceleration provisions. Following the reported transactions, the filing lists 45,000 shares of common stock beneficially owned by the reporting person. The form was signed by an attorney-in-fact on September 17, 2025.

Jared Vitemb, Vice President and General Counsel of Farmer Brothers Co. (FARM), received a grant of 68,750 restricted stock units (RSUs) effective September 15, 2025. The RSUs vest in three equal installments on each of the first three anniversaries of the grant date, beginning September 15, 2026, and will settle in common stock upon vesting, subject to continued service and the plan's acceleration provisions. Following the grant, Mr. Vitemb directly beneficially owns 201,656 shares and indirectly holds 8,547.69 shares through the company 401(k) plan. The Form 4 was signed by the reporting person on September 17, 2025.

Vance R. Fisher, Chief Financial Officer of Farmer Brothers Co (FARM), was granted 125,000 restricted stock units (RSUs) effective 09/15/2025. The RSUs vest in three equal annual installments beginning 09/15/2026 and will settle in common stock upon vesting, subject to Mr. Fisher's continued service and the 2017 Long-Term Incentive Plan's acceleration provisions. Following the grant, the reporting person beneficially owns 216,895 shares. The Form 4 was signed by an attorney-in-fact on 09/17/2025.