Director at First American (NYSE: FAF) surrenders 13,311 RSUs back to company

Rhea-AI Filing Summary

First American Financial director Dennis J. Gilmore reported a disposition of equity-based awards back to the company. He returned 13,311 shares of Common Stock to the issuer in a disposition to issuer, representing unvested Restricted Stock Units that were cancelled in full.

After this transaction, Gilmore directly holds 462,441 shares of Common Stock and indirectly holds 2,343.023 shares through a 401(k) plan trust. He also continues to hold 2,438 unvested RSUs scheduled to vest on February 19, 2027, from an earlier grant with dividend reinvestment.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider GILMORE DENNIS J

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	13,311	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 462,441 shares (Direct, null); Common Stock — 2,343.023 shares (Indirect, By 401(k) Plan Trust)

Footnotes (1)

1. Includes 13,311 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 12,980 RSUs on 6/20/2025 and shares acquired through automatic dividend reinvestment, that were cancelled in full. Includes 2,438 unvested RSUs acquired pursuant to an original grant of 2,418 RSUs and shares aquired through automatic dividend reinvestment, vesting 2/19/2027 , the first anniversary of the grant. 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).

Key Figures

Disposition to issuer: 13,311 shares Direct holdings after transaction: 462,441 shares Indirect 401(k) holdings: 2,343.023 shares +3 more

6 metrics

Disposition to issuer 13,311 shares Unvested RSUs cancelled in full

Direct holdings after transaction 462,441 shares Common Stock held directly by Dennis J. Gilmore

Indirect 401(k) holdings 2,343.023 shares Common Stock held by 401(k) Plan Trust

Remaining unvested RSUs 2,438 RSUs Unvested RSUs vesting on February 19, 2027

Original RSU grant 12,980 RSUs Original grant underlying the 13,311 cancelled RSUs

Vesting date of remaining RSUs February 19, 2027 First anniversary of referenced RSU grant

Key Terms

Restricted Stock Units ("RSUs"), company match, automatic reinvestment of dividends, issuer disposition

4 terms

Restricted Stock Units ("RSUs") financial

"Includes 13,311 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

company match financial

"Amount shown consists of shares contributed by issuer as company match"

automatic reinvestment of dividends financial

"shares acquired through automatic reinvestment of dividends paid as reported"

issuer disposition financial

"transaction_action": "issuer disposition""

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 CALIFORNIA 92707

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/29/2026		D		13,311(1)	D	$0	462,441(2)	D
Common Stock								2,343.023	I	By 401(k) Plan Trust(3)

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 13,311 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 12,980 RSUs on 6/20/2025 and shares acquired through automatic dividend reinvestment, that were cancelled in full.

2. Includes 2,438 unvested RSUs acquired pursuant to an original grant of 2,418 RSUs and shares aquired through automatic dividend reinvestment, vesting 2/19/2027 , the first anniversary of the grant.

3. 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	05/01/2026
	** 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.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Dennis J. Gilmore report at First American Financial (FAF)?

Dennis J. Gilmore reported a disposition of 13,311 shares of Common Stock back to First American Financial. These shares represented unvested Restricted Stock Units that were cancelled in full, reflecting an issuer disposition rather than an open-market sale to outside investors.

How many First American Financial (FAF) shares does Dennis J. Gilmore hold after this Form 4?

After the reported transactions, Dennis J. Gilmore directly holds 462,441 shares of First American Financial common stock. He also has an indirect position of 2,343.023 shares through a 401(k) plan trust, as well as 2,438 unvested RSUs scheduled to vest in 2027.

Were the 13,311 First American Financial (FAF) shares sold on the open market?

No. The 13,311 shares were disposed of back to First American Financial in a transaction coded as a disposition to issuer. They represented unvested Restricted Stock Units that were cancelled, rather than shares sold on an exchange to public market buyers.

What do the unvested RSUs reported by Dennis J. Gilmore at First American Financial (FAF) represent?

Gilmore’s filing notes 2,438 unvested Restricted Stock Units from an earlier grant, including units from automatic dividend reinvestment. These RSUs are scheduled to vest on February 19, 2027, indicating potential future share delivery if applicable vesting conditions are satisfied.

What does Dennis J. Gilmore’s indirect ownership in First American Financial (FAF) include?

The indirect holding of 2,343.023 shares is held by a 401(k) Plan Trust. This amount reflects company match contributions, shares purchased for his account, and shares acquired via automatic dividend reinvestment, based on the most recent account statement referenced in the filing.