Director at First American (NYSE: FAF) awarded 2,418 stock units

Rhea-AI Filing Summary

MCKEE MICHAEL D reported acquisition or exercise transactions in this Form 4 filing.

First American Financial Corp director Michael D. McKee received an equity grant of 2,418 shares of common stock on February 19, 2026 as a stock award at no cash cost. After this grant, he directly holds 56,063 common shares.

The total includes 2,609 unvested restricted stock units from an earlier 2,522-unit grant plus dividend reinvestment, scheduled to vest on February 24, 2026, and 2,418 new unvested restricted stock units from this grant, scheduled to vest on February 19, 2027.

Insights

Corporate governance analyst

Director received a routine stock-based compensation grant with vesting conditions, a non-cash change in ownership.

Director Michael D. McKee was granted 2,418 shares of First American Financial Corp common stock as a stock award, with a reported price of $0.0000 per share. This reflects typical equity compensation rather than an open-market purchase or sale.

Following the grant, his direct holdings total 56,063 common shares, including unvested restricted stock units that vest on February 24, 2026 and February 19, 2027. Subsequent company disclosures may provide further detail on ongoing equity awards and vesting outcomes.

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
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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^*

MCKEE MICHAEL D

(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)
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		2,418	A	$0	56,063(1)(2)	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 2,609 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.

2. Includes 2,418 unvested RSUs acquired pursuant to a grant vesting 2/19/2027, the first anniversary of the grant.

	/s/ Stacy S. Rust, Attorney-in-fact for Michael D. McKee	02/23/2026
	** 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.

FAQ

What insider transaction did First American Financial Corp (FAF) report for Michael D. McKee?

First American Financial Corp reported that director Michael D. McKee received a grant of 2,418 shares of common stock on February 19, 2026. The award was recorded at a price of $0.0000 per share, indicating stock-based compensation rather than a market purchase.

How many First American Financial (FAF) shares does Michael D. McKee own after this Form 4?

After the reported grant, director Michael D. McKee directly owns 56,063 shares of First American Financial common stock. This total includes both vested shares and unvested restricted stock units that are scheduled to vest in 2026 and 2027 under previously granted awards.

Was the Michael D. McKee FAF transaction an open-market buy or a stock award?

The transaction for Michael D. McKee was a stock award, not an open-market purchase. It is coded as a grant or other acquisition, with 2,418 shares of common stock awarded at a reported price of $0.0000 per share, typical of equity compensation.

What are the vesting dates for Michael D. McKee’s unvested RSUs at First American (FAF)?

Michael D. McKee’s unvested restricted stock units include 2,609 units vesting on February 24, 2026 and 2,418 units from the new grant vesting on February 19, 2027. These vesting dates tie the compensation to continued service over those periods.

How were dividend reinvestments reflected in Michael D. McKee’s FAF restricted stock units?

His holdings include 2,609 unvested restricted stock units from an original grant of 2,522 units, plus additional shares from automatic dividend reinvestment. These RSUs are scheduled to vest on February 24, 2026, reflecting accumulated dividends paid in stock rather than cash.