Farmer Bros supplements proxy disclosures amid 14 demand letters and 3 lawsuits over merger

FARMER BROTHERS CO

Received 14 demand letters and 3 lawsuits alleging insufficient proxy disclosures; company denies merit but voluntarily supplements proxy.
North Point advisory fee of $1.625M disclosed: $250K paid March 3, 2026, remaining ~$1.375M contingent on closing.
Merger process: 50 parties contacted, 29 signed confidentiality agreements; Royal Cup had a one-year standstill provision.
Executive transaction bonuses: Vitemb $100K, Fisher $175K, Moore $200K paid Jan 2026; additional bonuses at closing or PBRSUs by June 29, 2026.
No change to merger consideration or special meeting timing; Board continues to recommend voting FOR.

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