X0306 4 2016-10-31 0 0001474777 American Farmland Co AFCO 0001324794 Boardman Dennie Dixon C/O AMERICAN FARMLAND COMPANY 10 EAST 53RD STREET NEW YORK NY 10022 1 0 0 0 Common Stock 2016-10-31 4 C 0 77250 0.00 A 112806 D Common Stock 2017-01-05 4 A 0 2590 0.00 A 115396 D Common Stock 2017-01-05 4 F 0 1269 8.07 D 114127 D Common Stock 2000 I See Footnote Common Units 2016-10-31 4 C 0 77250 D Common Stock 77250 212206 D Common Units Common Stock 106224 106224 I See Footnote 77,250 of the Reporting Person's common units of limited partnership interest ("common units") in American Farmland Company L.P. (the "Partnership"), of which the Issuer is the sole general partner, were redeemed for an equal number of shares of the Issuer's common stock in accordance with the Second Amended and Restated Agreement of Limited Partnership Agreement of the Partnership (the "Partnership Agreement"). Represents shares retained by the Issuer to satisfy withholding obligations on 2,590 shares of restricted stock granted to the reporting person on January 5, 2017. These securities are held in a custodial account for the benefit of a minor child. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Represents common units in the Partnership. Pursuant to the Partnership Agreement, the reporting person has the right to require the Partnership to redeem all or a portion of his common units. Upon a redemption request, the Issuer has the option to purchase the common units directly, either in cash equal to the fair market value of a share of the Issuer's common stock or by acquiring each common unit so presented for redemption for one share of common stock of the Issuer. These derivative securities do not have an expiration date. Held directly by Optima Group Holdings LLC, in which the Reporting Person has an ownership interest. The Reporting Person disclaims beneficial ownership of the shares held by Optima Group Holdings LLC except to the extent of his pecuniary interest therein, if any. /s/ Thomas S.T. Gimbel, Attorney-in-Fact 2017-01-09