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Section 1: 8-K (8-K)





Washington, D.C. 20549






Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): October 28, 2019




(Exact name of registrant as specified in its charter)



(State or other jurisdiction
of incorporation)


File Number)


(IRS Employer
Identification No.)


4600 S. Syracuse Street, Suite 1450
Denver, Colorado
(Address of principal executive offices)


(Zip Code)


Registrant’s telephone number, including area code: (720) 452-3100


Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o                 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o                 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o                 Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o                 Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class


Trading Symbol(s)


Name of each exchange on which registered

Common Stock




New York Stock Exchange

6.00% Series B Participating Preferred Stock




New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company x


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x





Item 5.02.             Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On October 28, 2019, Jay B. Bartels informed the board of directors (the “Board”) of Farmland Partners Inc. (the “Company”) of his resignation as a member of the Board, effective immediately. Mr. Bartels’ resignation was due to his desire to devote more time to his other business interests and was not the result of any disagreements with the Company. Mr. Bartels served as the chairman of the Nominating and Corporate Governance Committee (the “Nominating Committee”) and a member of the Audit Committee. To fill the vacancy created by Mr. Bartels’ resignation, Joseph W. Glauber, a current member of the Board, will serve as the chairman of the Nominating Committee and Chris A. Downey, a current member of the Board, will serve as a member of the Nominating Committee.  Additionally, John A. Good, a current member of the Board, will serve as a member of the Audit Committee.


In connection with his resignation, all of Mr. Bartels’ unvested restricted shares of the Company’s common stock granted under the Company’s Second Amended and Restated 2014 Equity Incentive Plan will vest.


In connection with Mr. Bartels’ resignation, the Board has reduced the size of the Board from five directors to four directors.






Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.







Dated: November 1, 2019


/s/ Luca Fabbri



Luca Fabbri



Chief Financial Officer and Treasurer



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