First American Financial (FAF) CFO receives 16,210-share equity award

Rhea-AI Filing Summary

Wajner Matthew F. reported acquisition or exercise transactions in this Form 4 filing.

First American Financial Corp EVP and CFO Matthew F. Wajner received an equity grant of 16,210 shares of common stock on February 19, 2026 as a stock award with no cash price per share. Following this grant, he directly holds 54,739 common shares, including several tranches of unvested Restricted Stock Units (RSUs) that vest annually starting on various anniversaries in 2023, 2025, 2026, and 2027.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wajner Matthew F.

(Last) (First) (Middle)

1 FIRST AMERICAN WAY

(Street)

SANTA ANA CA 92707

(City) (State) (Zip)

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)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of 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

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	02/19/2026		A		16,210	A	$0	54,739(1)(2)(3)(4)(5)	D

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 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: 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. Includes 506 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 1,734 RSUs and shares acquired through automatic dividend reinvestment, which vest in four equal annual increments commencing 2/22/2023, the first anniversary of the grant.

2. Includes 2,099 unvested RSUs acquired pursuant to an original grant of 2,933 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/22/2025, the first anniversary of the grant.

3. Includes 3,739 unvested RSUs acquired pursuant to an original grant of 3,616 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/24/2026, the first anniversary of the grant.

4. Includes 3,387 unvested RSUs acquired pursuant to an original grant of 3,331 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 6/20/2026, the first anniversary of the grant.

5. Includes 16,210 unvested RSUs acquired pursuant to a grant vesting in three equal annual increments commencing 2/19/2027, the first anniversary of the grant.

	/s/ Stacy S. Rust, attorney-in-fact for Matthew F. Wajner	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did First American Financial (FAF) report for CFO Matthew Wajner?

First American Financial reported that EVP and CFO Matthew F. Wajner acquired 16,210 shares of common stock as a stock award. The grant was recorded at a price of $0.00 per share, reflecting an equity-based compensation award rather than an open-market purchase.

How many First American Financial (FAF) shares does CFO Matthew Wajner hold after this transaction?

After the February 19, 2026 grant, CFO Matthew F. Wajner directly holds 54,739 shares of First American Financial common stock. This total includes both vested shares and multiple blocks of unvested RSUs scheduled to vest in equal annual installments over several future years.

What are the vesting terms of the new 16,210 RSUs reported by First American Financial (FAF)?

The filing states the 16,210 unvested RSUs acquired in this grant will vest in three equal annual increments. Vesting begins on February 19, 2027, which is the first anniversary of the grant date, with additional equal installments on the second and third anniversaries.

What other unvested RSUs does First American Financial (FAF) CFO Matthew Wajner hold?

Footnotes show existing unvested RSUs in several grants: 506 units from an original 1,734-unit grant vesting annually from February 22, 2023, plus 2,099, 3,739, and 3,387 unvested RSUs from later grants vesting in equal annual installments starting in 2025 and 2026.

Was the February 19, 2026 FAF insider transaction a market purchase or a compensation award?

The February 19, 2026 transaction is classified as a grant, award, or other acquisition under code A. The 16,210 shares were acquired at $0.00 per share, indicating an equity-based compensation award rather than an open-market purchase or sale of First American Financial stock.