First American Financial (NYSE: FAF) director reports 15,743-share charitable gift

Rhea-AI Filing Summary

First American Financial Corp. director Dennis J. Gilmore reported a charitable stock donation. On 12/03/2025 he made a bona fide gift of 15,743 shares of common stock at a price of $0, reducing but not eliminating his direct ownership.

After this transaction he directly beneficially owned 473,070 shares of common stock, which include 2,587 unvested RSUs scheduled to vest on 02/24/2026 and 13,089 unvested RSUs vesting in three equal annual installments starting 06/20/2026. He also indirectly held 2,343.023 shares through a 401(k) Plan Trust, reflecting company matching contributions, share purchases, and dividend reinvestments.

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^*

GILMORE DENNIS J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/03/2025

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	12/03/2025		G		15,743(1)	D	$0	473,070(2)(3)	D
Common Stock								2,343.023	I	By 401(k) Plan Trust(4)

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. Shares were donated to a charitable giving account as a bona fide gift.

2. Includes 2,587 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 2,522 RSUs and shares acquired through automatic dividend reinvestment, vesting 2/24/2026, the first anniversary of the grant.

3. Includes 13,089 unvested RSUs acquired pursuant to an original grant of 12,980 RSUs and shares aquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 6/20/2026, the first anniversary of the grant.

4. Amount shown consists of shares contributed by issuer as company match, shares purchased for the reporting person's account and shares acquired through automatic reinvestment of dividends paid as reported in most recent account statement in transactions exempt under rules 16a-3(f)(1)(i)(B) and 16b-3(c).

	/s/ Stacy S. Rust, Attorney-in-Fact for Dennis J. Gilmore	12/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did FAF director Dennis J. Gilmore report?

Dennis J. Gilmore, a director of First American Financial Corp. (FAF), reported a bona fide gift of 15,743 shares of common stock on 12/03/2025.

How many FAF shares does Dennis J. Gilmore own after the reported gift?

Following the gift, Dennis J. Gilmore beneficially owned 473,070 shares of FAF common stock directly and 2,343.023 shares indirectly through a 401(k) Plan Trust.

What restricted stock units (RSUs) are included in Dennis J. Gilmore’s FAF holdings?

His direct holdings include 2,587 unvested RSUs from an original grant vesting on 02/24/2026 and 13,089 unvested RSUs from another grant vesting in three equal annual increments starting 06/20/2026.

How were the 401(k) shares for Dennis J. Gilmore’s FAF position accumulated?

The 2,343.023 FAF shares in the 401(k) Plan Trust consist of company matching contributions, shares purchased for his account, and dividend reinvestments in transactions exempt under Rules 16a-3(f)(1)(i)(B) and 16b-3(c).

Did Dennis J. Gilmore receive any cash for the FAF shares he transferred?

No. The 15,743 FAF shares were transferred as a charitable gift at a reported price of $0, indicating no cash consideration was received.

What is Dennis J. Gilmore’s relationship to First American Financial Corp.?

According to the filing, Dennis J. Gilmore is a director of First American Financial Corp. (FAF) and is not listed as a 10% owner in this report.