First American (FAF) director sale: 3,500 shares disposed at $65.63

Rhea-AI Filing Summary

Insider transaction: On 08/13/2025 Margaret M. McCarthy, a director of First American Financial Corp (FAF), sold 3,500 shares of common stock at $65.6301 per share. After the sale she beneficially owned 28,095 shares.

Equity awards: The holding total includes 2,566 unvested Restricted Stock Units (RSUs) from an original grant (2,522 RSUs plus dividend reinvestment). Those RSUs vest on 02/24/2026, and certain shares underlying vested RSUs have had receipt deferred by the reporting person.

Insights

Financial Analyst

TL;DR A routine director sale reducing holdings modestly; includes unvested RSUs with deferred receipt, suggesting standard compensation settlement.

The reported sale of 3,500 shares at $65.6301 appears to be a routine disposition by a director rather than a material change in control or position. Post-transaction beneficial ownership remains 28,095 shares, which includes 2,566 unvested RSUs that vest on 02/24/2026. The filing notes that certain shares from vested RSUs and dividend-reinvested shares have been deferred, indicating timing choices for receipt rather than a forced disposition. For investors, this Form 4 documents insider liquidity but does not, by itself, indicate a material change to governance or capitalization.

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^*

McCarthy Margaret M

(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)
08/13/2025

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	08/13/2025		S		3,500	D	$65.6301	28,095(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 2,566 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. The reporting person's receipt of certain shares underlying vested RSUs and related shares acquired through automatic dividend reinvestment have been deferred.

	/s/ Stacy S. Rust, attorney-in-fact for Margaret M. McCarthy	08/14/2025
	** 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.
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 transaction did Margaret M. McCarthy report on Form 4 for FAF?

The Form 4 reports a sale of 3,500 shares of First American Financial Corp common stock on 08/13/2025 at a price of $65.6301 per share.

How many FAF shares does the reporting person own after the transaction?

After the reported sale, the reporting person beneficially owned 28,095 shares.

Does the filing mention restricted stock units (RSUs)?

Yes. The total ownership includes 2,566 unvested RSUs from an original grant (2,522 RSUs plus dividend reinvestment) that vest on 02/24/2026.

Are any shares deferred according to the Form 4?

Yes. The filing states that receipt of certain shares underlying vested RSUs and related dividend-reinvested shares has been deferred by the reporting person.