Statement of Changes in Beneficial Ownership (4)
October 06 2021 - 4:10PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Fabbri Luca |
2. Issuer Name and Ticker or Trading Symbol
Farmland Partners Inc.
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FPI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CFO and Treasurer |
(Last)
(First)
(Middle)
C/O FARMLAND PARTNERS INC., 4600 S. SYRACUSE STREET SUITE 1450 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/4/2021 |
(Street)
DENVER, CO 80237
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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6.00% Series B Participating Preferred Stock | 10/4/2021 | | D | | 900 (1) | D | $0 | 0 | D | |
6.00% Series B Participating Preferred Stock | 10/4/2021 | | D | | 500 (1) | D | $0 | 0 | I | By Spouse |
Common Stock | 10/4/2021 | | A | | 1878 (2) | A | $0 (2) | 221584 | D | |
Common Stock | 10/4/2021 | | A | | 1043 (3) | A | $0 (2) | 3043 | I | By Spouse |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On September 28, 2021, the Issuer announced its intention to mandatorily convert all outstanding shares of its 6.00% Series B Participating Preferred Stock (the "Series B Preferred Stock") into shares of the Issuer's Common Stock in accordance with the terms of the Articles Supplementary designating the terms of the Series B Preferred Stock (the "Articles Supplementary" and collectively, the "Conversion"). Based on the conversion ratio in the Articles Supplementary, the Issuer issued 2.0871798 shares of Common Stock per share of Series B Preferred Stock to be converted (the "Conversion Ratio"). The Conversion occurred on October 4, 2021. |
(2) | Received in exchange for 900 shares of Series B Preferred Stock as part of the Conversion. Cash was paid in lieu of any fractional shares of Common Stock that the reporting person was otherwise entitled to receive in accordance with the Conversion Ratio. |
(3) | Received in exchange for 500 shares of Series B Preferred Stock as part of the Conversion. Cash was paid in lieu of any fractional shares of Common Stock that the reporting person's Spouse was otherwise entitled to receive in accordance with the Conversion Ratio. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Fabbri Luca C/O FARMLAND PARTNERS INC. 4600 S. SYRACUSE STREET SUITE 1450 DENVER, CO 80237 |
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| CFO and Treasurer |
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Signatures
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/s/ Justin R. Salon, as attorney-in-fact for Luca Fabbri | | 10/6/2021 |
**Signature of Reporting Person | Date |
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