First American Financial Corporation

10/31/2024 | Press release | Distributed by Public on 10/31/2024 17:28

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Adams Steven A
2. Issuer Name and Ticker or Trading Symbol
First American Financial Corp [FAF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Chief Accounting Officer
(Last) (First) (Middle)
1 FIRST AMERICAN WAY
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2024
(Street)
SANTA ANA, CA 92707
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/29/2024 S 2,337 D $63.7619 7,112.988(1)(2)(3)(4)(5)(6)(7)(8) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Adams Steven A
1 FIRST AMERICAN WAY
SANTA ANA, CA 92707
VP & Chief Accounting Officer

Signatures

/s/ Stacy S. Rust, attorney-in-fact for Steven A. Adams 10/31/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 405 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 1,410 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 12/21/2021, the first anniversary of the grant.
(2) Includes 511 unvested RSUs acquired pursuant to an original grant of 1,774 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/18/2022, the first anniversary of the grant.
(3) Includes 1,047 unvested RSUs acquired pursuant to an original grant of 1,889 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/22/2023, the first anniversary of the grant.
(4) Includes 613 unvested RSUs acquired pursuant to an original grant of 1,652 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/22/2023, the first anniversary of the grant.
(5) Includes 1,698 unvested RSUs acquired pursuant to an original grant of 2,388 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/16/2024, the first anniversary of the grant.
(6) Includes 2,522 unvested RSUs acquired pursuant to an original grant of 2,456 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/22/2025, the first anniversary of the grant.
(7) Includes 69.634 shares acquired through an automatic dividend reinvestment plan administered by the reporting person's broker since the reporting person's last filing made pursuant to Section 16(a) of the Securities Exchange Act of 1934. Fractional share amounts may vary slightly from prior reports due to rounding.
(8) Includes 158.103 shares acquired under the issuer's Employee Stock Purchase Plan since the reporting person's last filing made pursuant to Section 16(a) of the Securities Exchange Act of 1934. Fractional share amounts may vary slightly from prior reports due to rounding.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.