If the filing
person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box ☐.
The information required on the remainder of this cover page
shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however,
see
the
Notes
).
|
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|
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|
CUSIP No. 307675108
|
|
13D
|
|
Page
2
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
Carol L. Waite Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
616,544
|
|
8
|
|
SHARED VOTING POWER
-0-
|
|
9
|
|
SOLE DISPOSITIVE POWER
616,544
|
|
10
|
|
SHARED DISPOSITIVE POWER
-0-
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
616,544
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
3.7%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
3
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1964 Jeanne Ann Farmer Grossman Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
321,750
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
321,750
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
321,750
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.9%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
4
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1964 Richard Francis Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
321,750
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
321,750
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
321,750
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.9%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
5
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1964 Roy Edward Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
321,750
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
321,750
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
321,750
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.9%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
6
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1964 Carol Lynn Farmer Waite Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
321,750
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
321,750
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
321,750
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.9%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
7
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Roy Edward Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
8
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Jeanne Ann Farmer Grossman Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
9
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Richard Francis Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
10
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Carol Lynn Farmer Waite Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
11
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Roy F Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
12
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1969 Emily Marjorie Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
77,960
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
77,960
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
77,960
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
13
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Roy Edward Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
14
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Carol Lynn Farmer Waite Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
15
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Jeanne Ann Farmer Grossman Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
16
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Richard Francis Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
17
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Roy F Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
18
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1972 Emily Marjorie Farmer Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
24,000
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
24,000
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
24,000
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
19
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1984 Jonathan Michael Waite Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
6,030
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
6,030
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,030
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
20
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1987 Roy F Farmer Trust I
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
65,930
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
65,930
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,930
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
21
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1987 Roy F Farmer Trust II
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
65,930
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
65,930
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,930
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
22
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1987 Roy F Farmer Trust III
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
65,930
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
65,930
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,930
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
23
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1987 Roy F Farmer Trust IV
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
65,930
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
65,930
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
65,930
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
24
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
1988 Roy F Farmer Trust I
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
6,060
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
6,060
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,060
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
Approximately less than 1%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
25
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
Farmer Insurance Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
-0-
|
|
8
|
|
SHARED VOTING POWER
303,158
|
|
9
|
|
SOLE DISPOSITIVE POWER
-0-
|
|
10
|
|
SHARED DISPOSITIVE POWER
303,158
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
303,158
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
1.8%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
26
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
2012 Grossman Irrevocable Trust
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
CALIFORNIA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
417,986
|
|
8
|
|
SHARED VOTING POWER
-0-
|
|
9
|
|
SOLE DISPOSITIVE POWER
417,986
|
|
10
|
|
SHARED DISPOSITIVE POWER
-0-
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
417,986
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
2.5%
|
14
|
|
TYPE OF REPORTING PERSON
OO
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
27
of 36 Pages
|
|
|
|
|
|
|
|
1
|
|
NAME OF
REPORTING PERSON
Carol Lynn Farmer Waite
|
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER
OF A GROUP
(a) ☒ (b) ☐
|
3
|
|
SEC USE ONLY
|
4
|
|
SOURCE OF FUNDS
OO
|
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐
|
6
|
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
1,034,530
|
|
8
|
|
SHARED VOTING POWER
2,477,728
|
|
9
|
|
SOLE DISPOSITIVE POWER
1,034,530
|
|
10
|
|
SHARED DISPOSITIVE POWER
2,477,728
|
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,512,258
|
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES
☐
|
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT
IN ROW (11)
20.9%
|
14
|
|
TYPE OF REPORTING PERSON
IN
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
28
of 36 Pages
|
The following constitutes Amendment No. 7 to the Schedule 13D filed by the undersigned
(the Amendment No. 7). This Amendment No. 7 amends the Schedule 13D as specifically set forth herein.
Item 2.
Identity and
Background.
Part (b) of Item 2 is hereby amended and restated as follows:
(b) The address of the principal office of each Reporting Person is Stradling Yocca Carlson & Rauth, P.C., 660 Newport Center Drive,
Suite 1600, Newport Beach, CA 92660, Attn: Ryan C. Wilkins, Esq.
Item 4.
Purpose of Transaction.
Item 4 is hereby amended to add the following:
On May 11. 2017, the Waite Trust sold 320,706 Shares directly to an investor for approximately $34.70 per share. No Reporting Person has
any plans or proposals that would relate to or result in any of the matters set forth in subparagraphs (a)(j) of Item 4 of Schedule 13D.
Item 5.
Interest in Securities of the Issuer.
Item 5 is hereby amended and restated as follows:
The aggregate percentage of Shares reported owned by each person named herein is based upon 16,844,216 Shares outstanding as of May 9,
2017, which is the total number of Shares outstanding as reported in the Issuers Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 10, 2017.
A. Waite Trust
|
(a)
|
As of the close of business on May 11, 2017, Waite Trust beneficially owned 616,544 Shares.
|
Percentage: 3.7%
|
(b)
|
1. Sole power to vote or direct vote: 616,544
|
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 616,544
4. Shared power to dispose or direct the disposition: 0
|
(c)
|
See Item 4, above, for a description of the transaction in the Shares during the past sixty (60) days.
|
B. 1964 JAF Trust
|
(a)
|
As of the close of business on May 11, 2017, 1964 JAF Trust beneficially owned 321,750 Shares.
|
Percentage: 1.9%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 321,750
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 321,750
|
(c)
|
1964 JAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
29
of 36 Pages
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C. 1964 RAF Trust
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(a)
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As of the close of business on May 11, 2017, 1964 RAF Trust beneficially owned 321,750 Shares.
|
Percentage: 1.9%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 321,750
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 321,750
|
(c)
|
1964 RAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
D.
1964 Roy E Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1964 Roy E Farmer Trust beneficially owned 321,750 Shares.
|
Percentage: 1.9%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 321,750
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 321,750
|
(c)
|
1964 Roy E Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
E. 1964 Carol Waite Trust
|
(a)
|
As of the close of business on May 11, 2017, 1964 Carol Waite Trust beneficially owned 321,750 Shares.
|
Percentage: 1.9%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 321,750
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 321,750
|
(c)
|
1964 Carol Waite Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
F. 1969 Roy E Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1969 Roy E Farmer Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 Roy E Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
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|
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CUSIP No. 307675108
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|
13D
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Page
30
of 36 Pages
|
G. 1969 JAF Trust
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(a)
|
As of the close of business on May 11, 2017, 1969 JAF Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 JAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
H.
1969 RAF Trust
|
(a)
|
As of the close of business on May 11, 2017, 1969 RAF Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 RAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
I.
1969 Carol Waite Trust
|
(a)
|
As of the close of business on May 11, 2017, 1969 Carol Waite Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 Carol Waite Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
J. 1969 Roy F Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1969 Roy F Farmer Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 Roy F Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
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|
|
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CUSIP No. 307675108
|
|
13D
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Page
31
of 36 Pages
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K. 1969 Emily Farmer Trust
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(a)
|
As of the close of business on May 11, 2017, 1969 Emily Farmer Trust beneficially owned 77,960 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 77,960
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 77,960
|
(c)
|
1969 Emily Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
L. 1972 Roy E Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1972 Roy E Farmer Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 Roy E Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
M. 1972 Carol Waite Trust
|
(a)
|
As of the close of business on May 11, 2017, 1972 Carol Waite Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 Carol Waite Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
N.1972 JAF Trust
|
(a)
|
As of the close of business on May 11, 2017, 1972 JAF Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 JAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
|
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CUSIP No. 307675108
|
|
13D
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Page
32
of 36 Pages
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O. 1972 RAF Trust
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(a)
|
As of the close of business on May 11, 2017, 1972 RAF Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 RAF Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
P.
1972 Roy F Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1972 Roy F Farmer Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 Roy F Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
Q. 1972 Emily Farmer Trust
|
(a)
|
As of the close of business on May 11, 2017, 1972 Emily Farmer Trust beneficially owned 24,000 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 24,000
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 24,000
|
(c)
|
1972 Emily Farmer Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
R. 1984 Jonathan Trust
|
(a)
|
As of the close of business on May 11, 2017, 1984 Jonathan Trust beneficially owned 6,030 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 6,030
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 6,030
|
(c)
|
1984 Jonathan Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
33
of 36 Pages
|
S. 1987 Roy F Farmer Trust I
|
(a)
|
As of the close of business on May 11, 2017, 1987 Roy F Farmer Trust I beneficially owned 65,930 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 65,930
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 65,930
|
(c)
|
1987 Roy F Farmer Trust I has not entered into any transactions in the Shares during the past (60) sixty days.
|
T. 1987 Roy F Farmer Trust II
|
(a)
|
As of the close of business on May 11, 2017, 1987 Roy F Farmer Trust II beneficially owned 65,930 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 65,930
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 65,930
|
(c)
|
1987 Roy F Farmer Trust II has not entered into any transactions in the Shares during the past (60) sixty days.
|
U. 1987 Roy F Farmer Trust III
|
(a)
|
As of the close of business on May 11, 2017, 1987 Roy F Farmer Trust III beneficially owned 65,930 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 65,930
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 65,930
|
(c)
|
1987 Roy F Farmer Trust III has not entered into any transactions in the Shares during the past (60) sixty days.
|
V. 1987 Roy F Farmer Trust IV
|
(a)
|
As of the close of business on May 11, 2017, 1987 Roy F Farmer Trust IV beneficially owned 65,930 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 65,930
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 65,930
|
(c)
|
1987 Roy F Farmer Trust IV has not entered into any transactions in the Shares during the past (60) sixty days.
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
34
of 36 Pages
|
W. 1988 Roy F Farmer Trust I
|
(a)
|
As of the close of business on May 11, 2017, 1988 Roy F Farmer Trust I beneficially owned 6,060 Shares.
|
Percentage: Approximately less than 1%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 6,060
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 6,060
|
(c)
|
1988 Roy F Farmer Trust I has not entered into any transactions in the Shares during the past (60) sixty days.
|
X. Farmer Insurance Trust
|
(a)
|
As of the close of business on May 11, 2017, Farmer Insurance Trust beneficially owned 303,158 Shares.
|
Percentage: 1.8%
|
(b)
|
1. Sole power to vote or direct vote: 0
|
2. Shared power to vote or direct vote: 303,158
3. Sole power to dispose or direct the disposition: 0
4. Shared power to dispose or direct the disposition: 303,158
|
(c)
|
Farmer Insurance Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
Y. 2012 Grossman Trust
|
(a)
|
As of the close of business on May 11, 2017, 2012 Grossman Trust beneficially owned 417,986 Shares.
|
Percentage: 2.5%
|
(b)
|
1. Sole power to vote or direct vote: 417,986
|
2. Shared power to vote or direct vote: 0
3. Sole power to dispose or direct the disposition: 417,986
4. Shared power to dispose or direct the disposition: 0
|
(c)
|
2012 Grossman Trust has not entered into any transactions in the Shares during the past (60) sixty days.
|
Z. Carol Lynn Farmer Waite
|
(a)
|
Ms. Waite, as a co-trustee of each of the 1964 Trusts, 1969 Trusts, 1972 Trusts, 1987 Trusts, 1988 Roy F Farmer I Trust, Farmer Insurance Trust, 1984 Jonathan Trust, and as sole trustee of the 2012 Grossman Trust
and Carol L Waite Trust, may be deemed to beneficially own the Shares owned directly by such Reporting Persons. As of the close of business on May 11, 2017, Ms. Waite may be deemed to beneficially own 3,512,258 Shares.
|
Percentage: 20.9%
|
(b)
|
1. Sole power to vote or direct vote: 1,034,530
|
2. Shared power to vote or direct vote:
2,477,728
3. Sole power to dispose or direct the disposition: 1,034,530
4. Shared power to dispose or direct the disposition: 2,477,728
|
(c)
|
See Item 4, above, for a description of the transaction in the Shares during the past sixty (60) days.
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
35
of 36 Pages
|
The Reporting Persons, as members of a group for the purposes of Section 13(d)(3) of the
Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting
Person disclaims beneficial ownership of such Shares except to the extent of his, her or its pecuniary interest therein.
|
(d)
|
No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
|
|
|
|
|
|
CUSIP No. 307675108
|
|
13D
|
|
Page
36
of 36 Pages
|
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: May 19, 2017
|
/s/ Ryan C. Wilkins
|
RYAN C. WILKINS
|
|
as Attorney-in-Fact
(1)
for Carol Lynn Farmer
Waite, in her individual capacity and as trustee or
co-trustee,
as applicable, of the following family
trusts:
Carol L. Waite Trust
1964 Jeanne Ann Farmer Grossman Trust
1964 Richard Francis Farmer Trust
1964 Roy Edward Farmer Trust
1964 Carol Lynn Farmer Waite Trust
1969 Roy Edward Farmer Trust
1969 Jeanne Ann Farmer Grossman Trust
1969 Richard Francis Farmer Trust
1969 Carol Lynn Farmer Waite Trust
1969 Roy F. Farmer Trust
1969 Emily Marjorie Farmer Trust
1972 Roy Edward Farmer Trust
1972 Carol Lynn Farmer Waite Trust
1972 Jeanne Anne Farmer Grossman Trust
1972 Richard Francis Farmer Trust
1972 Roy F. Farmer Trust
1972 Emily Marjorie Farmer Trust
1984 Jonathan Michael Waite Trust
1987 Roy F. Farmer Trust I
1987 Roy F. Farmer Trust II
1987 Roy F. Farmer Trust III
1987 Roy F. Farmer Trust IV
1988 Roy F. Farmer Trust I
Farmer Insurance Trust
2012 Grossman Irrevocable Trust
|
(1)
|
A Power of Attorney authorizing Ryan C. Wilkins to act on behalf of Carol Lynn Farmer Waite as described therein, was previously filed as Exhibit 24.1 to the Form 4 filed on behalf of Carol Lynn Farmer Waite with the
Securities and Exchange Commission on May 15, 2017.
|