X0306 4 2019-06-17 0 0000034563 FARMER BROTHERS CO FARM 0001766150 Levin Easterly Partners LLC 595 MADISON AVENUE 17TH FLOOR NEW YORK NY 10022 0 0 1 0 0001773034 LE Partners Holdings LLC 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001773035 LE Partners Holdings II LLC 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001773036 LE Partners Holdings III LLC 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001773037 LE Partners Holdings IV LLC 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001201028 Crate Darrell W 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001344074 Kalichstein Avshalom 138 CONANT STREET BEVERLY MA 01915 0 0 1 0 0001773400 Murphy John W 595 MADISON AVENUE 17TH FLOOR NEW YORK NY 10022 0 0 1 0 0001354821 LEVIN CAPITAL STRATEGIES, L.P. 595 MADISON AVENUE 17TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2019-06-17 4 P 0 2892 18.2233 A 2558936 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 2019-06-19 4 P 0 94497 17.021 A 2653433 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 2019-06-30 4 J 0 171280 D 2482153 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 2019-06-30 4 J 0 2906 D 2479247 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 2019-07-19 4 P 0 1078 16.6017 A 2480325 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 2019-07-23 4 P 0 449 16.7 A 2480774 I By: Managed Accounts of Levin Easterly Partners LLC Common Stock 1115 I By: A Managed Account of Levin Capital Strategies, LP This Form 4 is being jointly filed by Levin Easterly Partners LLC ("Levin Easterly"), LE Partners Holdings LLC ("LEPH"), LE Partners Holdings II LLC ("LEPH II"), LE Partners Holdings III LLC ("LEPH III"), LE Partners Holdings IV LLC ("LEPH IV"), Darrell Crate ("Mr. Crate"), Avshalom Kalichstein ("Mr. Kalichstein"), John Murphy ("Mr. Murphy"), and Levin Capital Strategies, LP ("LCS") (collectively, the "Reporting Persons"). The Reporting Persons are voluntarily filing this Form 4 as a result of acquiring over 10% of the Issuer's outstanding shares of Common Stock. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be construed as an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any of the securities reported herein under Section 16 or otherwise. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that are not directly owned by such Reporting Person, except to the extent of their pecuniary interest therein. Shares held in certain separately managed accounts (the "LEP Managed Accounts"). Levin Easterly, as the investment manager to the LEP Managed Accounts, may be deemed to beneficially own such shares. Levin Easterly does not have a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act in the shares held in the LEP Managed Accounts as Levin Easterly receives an asset-based management fee for serving as investment manager to the LEP Managed Accounts, except that with respect to 44,366 shares held in the LEP Managed Accounts, Levin Easterly receives a performance-based incentive fee. The performance-based incentive fee Levin Easterly receives also does not constitute a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act, as such fee is based on the performance of the overall account, over a period of one year or more, and the shares of the Issuer held in such accounts constitute nor more than 10% of the market value thereof. For the reasons set forth above in footnote 3, none of LEPH, LEPH II, LEPH III, LEPH IV, Mr. Crate, Mr. Kalichstein and Mr. Murphy have a reportable pecuniary interest in the shares held in the LEP Managed Accounts. Shares held in a certain separately managed account (the "LCS Managed Account"). LCS, as the investment manager to the LCS Managed Account, may be deemed to beneficially own such shares. LCS does not have a reportable pecuniary interest under Section 16a-1(a)(2) of the Exchange Act in the shares held in the LCS Managed Account as LCS receives an asset-based management fee for serving as investment manager to the LCS Managed Account. Amount includes only those Shares of the Issuer held in an account managed by Mr. Murphy for whom LCS acts as investment manager and does not include any other Shares of the Issuer beneficially owned by LCS for which Mr. Murphy does not have investment discretion or voting power. For the reasons set forth above in footnote 5, Mr. Murphy does not have a reportable pecuniary interest in the shares held in the LCS Managed Account. On June 30, 2019, one of the Managed Accounts that held 171,280 shares closed. Accordingly, as of June 30, 2019, Levin Easterly ceased to serve as the investment manager for such Managed Account and as such, relinquished all voting and dispostive power over the shares held in the Managed Account. On June 30, 2019, one of the Managed Accounts that held 2,906 shares closed. Accordingly, as of June 30, 2019, Levin Easterly ceased to serve as the investment manager for such Managed Account and as such, relinquished all voting and dispostive power over the shares held in the Managed Account. Levin Easterly Partners LLC; By: /s/ Darrell Crate, Chairman 2019-07-23 LE Partners Holdings LLC; By: /s/ Darrell Crate, Managing Director 2019-07-23 LE Partners Holdings II LLC; By: /s/ Darrell Crate, Managing Director 2019-07-23 LE Partners Holdings III LLC; By: /s/ Darrell Crate, Managing Director 2019-07-23 LE Partners Holdings IV LLC; By: /s/ Darrell Crate, Managing Director 2019-07-23 /s/ Darrell Crate 2019-07-23 /s/ Avshalom Kalichstein 2019-07-23 /s/ John Murphy 2019-07-23 Levin Capital Strategies, LP; By /s/ John A. Levin, Chief Executive Officer 2019-07-23