[8-K] Farmland Partners Inc. Reports Material Event

Rhea-AI Filing Summary

Atlassian (TEAM) Form 4: CEO, co-founder and 10% owner Michael Cannon-Brookes sold a total of 7,765 Class A shares on 22 Jul 2025 under a pre-arranged Rule 10b5-1 plan adopted 20 Feb 2025.

The stock was disposed of in seven separate trades at weighted-average prices between $195.965 and $202.35, generating roughly $1.55 million in gross proceeds. Following the sales, the insider—through CBC Co Pty Ltd as trustee of the Cannon-Brookes Head Trust—continues to hold 375,585 Class A shares, maintaining more than 98% of his prior indirect position and his 10% beneficial-owner status.

No derivative activity or purchases were reported. Given the modest 2% reduction in holdings and the existence of a 10b5-1 plan, the transactions appear routine and are unlikely to materially alter insider alignment, though any CEO liquidation can create short-term sentiment pressure.

Positive

• Sale executed under a Rule 10b5-1 plan, reducing concerns about opportunistic timing.
• Insider retains 375,585 shares, maintaining substantial equity alignment with shareholders.

Negative

• CEO liquidated 7,765 shares worth ≈$1.55 m, which could cause minor negative sentiment.
• No offsetting insider purchases were disclosed in the period.

Insights

Financial Analyst

TL;DR: Small, pre-planned CEO sale; negligible impact on ownership or thesis.

The 7,765-share sale represents ~2% of Cannon-Brookes’ stake and less than 0.3% of daily TEAM volume, limiting market impact. Proceeds of ~$1.55 m are immaterial relative to his remaining ~$75 m holding. Executed under a February-adopted 10b5-1 plan, the transaction reduces signaling risk. From a valuation standpoint, the filing does not change cash flow, guidance, or strategic outlook; therefore I view the development as neutral.

Corporate Governance Expert

TL;DR: Governance-compliant sale; insider still strongly aligned.

The filing demonstrates adherence to SEC Rule 10b5-1 best practices, with full price ranges disclosed and trustee ownership clarified. Retention of 375,585 shares preserves significant skin-in-the-game, supporting shareholder alignment. While any director sale draws attention, the minimal size and structured plan suggest routine liquidity rather than adverse insider insight. I classify the event as governance-neutral.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): July 23, 2025

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FARMLAND PARTNERS INC.

(Exact name of registrant as specified in its charter)

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Maryland (State or other jurisdiction of incorporation)	001-36405 (Commission File Number)	46-3769850 (IRS Employer Identification No.)

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4600 S. Syracuse Street, Suite 1450 Denver, Colorado (Address of principal executive offices)		80237 (Zip Code)

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Registrant’s telephone number, including area code: (720) 452-3100

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Not Applicable

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	FPI	New York Stock Exchange

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02.Results of Operations and Financial Condition.

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On July 23, 2025, Farmland Partners Inc. (the “Company”) issued a press release announcing its financial position as of June 30, 2025, results of operations for the three and six months ended June 30, 2025 and other related information. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The Company intends to make certain supplemental information available on its website www.farmlandpartners.com under the section “Investor Relations—Presentations” prior to the Company’s conference call with investors on Thursday, July 24, 2025 at 11:00 a.m. (Eastern Time).

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The information included in this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

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Item 9.01.Financial Statements and Exhibits.

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Exhibit No.		Description
99.1*	​	Press release dated July 23, 2025.
104	​	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*   Furnished herewith.

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SIGNATURES

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Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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​	​	​	FARMLAND PARTNERS INC.	​	​
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Date: July 23, 2025	​	By:	/s/ Luca Fabbri	​	​
​	​	​	Luca Fabbri	​	​
​	​	​	President and Chief Executive Officer	​	​

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FAQ

How many Atlassian (TEAM) shares did CEO Michael Cannon-Brookes sell?

He sold 7,765 Class A shares on 22 Jul 2025.

What was the average sale price reported in the Form 4?

Weighted-average prices ranged from $195.965 to $202.35 per share.

How many TEAM shares does the insider still own after the transactions?

Cannon-Brookes indirectly holds 375,585 Class A shares through a trust.

Was the insider sale executed under a 10b5-1 trading plan?

Yes, the plan was adopted on 20 Feb 2025.

Did the filing report any derivative security transactions?

No; Table II shows no derivative activity.

What percentage of the insider’s holdings were sold?

Approximately 2% of his previous indirect stake.