---
schema_version: "secwatch.filing_event.v1"
accession: "0001140361-23-041031"
form_type: "8-K"
ticker: "FARM"
cik: "0000034563"
company_name: "FARMER BROTHERS CO"
filed_at: "2023-08-23T23:59:59+00:00"
generated_at: "2026-06-11T05:04:43.525654+00:00"
event_type: "leadership"
sentiment: "negative"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Four Farmer Bros. directors to not stand for re-election; two cite standstill disagreement

## Summary
- Allison Boersma, David Pace, Bradley Radoff, John Robinson will not stand for re-election at 2023 Annual Meeting.
- Pace and Radoff say continuation of Oct 2022 Cooperation Agreement standstill is not in best interest, need more changes.
- Boersma and Robinson departures are not due to any disagreement with the Company.
- Emails from Radoff (Aug 21) and Pace (Aug 22) regarding their decisions are filed as Exhibits 17.1 and 17.2.

## SEC filing metadata
- accession: 0001140361-23-041031
- form_type: 8-K
- ticker: FARM
- cik: 0000034563
- company_name: FARMER BROTHERS CO
- filed_at: 2023-08-23T23:59:59+00:00
- event_type: leadership
- sentiment: negative
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/0001140361-23-041031-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/brhc20057930_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001140361-23-041031
- JSON: https://secwatch.observer/filing/0001140361-23-041031.json
- Plain text: https://secwatch.observer/filing/0001140361-23-041031.txt

## Key facts
- Executive change
  David A. Pace departed as Director at FARMER BROTHERS CO.
  - Action: not stand for re-election
  - Role: Director
  source text: Messrs. Pace and Radoff are not accepting re-nomination because they believe that a continuation of the standstill described in that certain Cooperation Agreement, dated as of October 30, 2022, by and among the Company , the entities and persons listed on Exhibit A thereto and the entities and persons listed on Exhibit B thereto (the “Cooperation Agreement”), filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on October 31, 2023 and incorporated by reference herein, is not in the best interest of the Company and its stockholders, and that additional changes need to be made at the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/0001140361-23-041031-index.htm
- Executive change
  John D. Robinson departed as Director at FARMER BROTHERS CO.
  - Action: not stand for re-election
  - Role: Director
  source text: On August 17, 2023, each of Allison M. Boersma, David A. Pace, Bradley L. Radoff and John D. Robinson notified Farmer Bros. Co., a Delaware corporation (the “Company”), of his or her intention not to stand for re-election as a member of the Board of Directors of the Company (the “Board”) at the 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/0001140361-23-041031-index.htm
- Executive change
  Allison M. Boersma departed as Director at FARMER BROTHERS CO.
  - Action: not stand for re-election
  - Role: Director
  source text: On August 17, 2023, each of Allison M. Boersma, David A. Pace, Bradley L. Radoff and John D. Robinson notified Farmer Bros. Co., a Delaware corporation (the “Company”), of his or her intention not to stand for re-election as a member of the Board of Directors of the Company (the “Board”) at the 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/0001140361-23-041031-index.htm
- Executive change
  Bradley L. Radoff departed as Director at FARMER BROTHERS CO.
  - Action: not stand for re-election
  - Role: Director
  source text: Messrs. Pace and Radoff are not accepting re-nomination because they believe that a continuation of the standstill described in that certain Cooperation Agreement, dated as of October 30, 2022, by and among the Company , the entities and persons listed on Exhibit A thereto and the entities and persons listed on Exhibit B thereto (the “Cooperation Agreement”), filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on October 31, 2023 and incorporated by reference herein, is not in the best interest of the Company and its stockholders, and that additional changes need to be made at the Company.
  evidence_url: https://www.sec.gov/Archives/edgar/data/34563/000114036123041031/0001140361-23-041031-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.