[Form 4] Fidelity National Financial, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Douglas K. Ammerman, a director of Fidelity National Financial (FNF), acquired 251.189 units of phantom stock on 09/30/2025 under the company's Deferred Compensation Plan. Each phantom unit is economically equivalent to one share of FNF common stock and was recorded at an execution price of $60.49. After the transaction the filing shows the reporting person beneficially owns 24,515.0351 shares (direct). The phantom shares are payable in cash following the reporting person's termination of service as a director. The Form 4 was signed by an attorney-in-fact on 10/01/2025.

Positive

• Non-dilutive compensation: The award is in phantom stock payable in cash, so no immediate dilution to FNF common shares.
• Alignment of interests: Phantom units mirror share economics, helping align the director's incentives with shareholders without issuing shares.

Negative

• Future cash liability: Phantom units are payable in cash on termination, creating a potential future cash outflow for FNF.
• Limited transparency on payout timing: The filing states payout follows termination but does not specify timing or vesting schedule.

Insights

Financial Analyst

TL;DR: Director received deferred cash-settled phantom units equal to 251.189 FNF shares, a routine compensation deferral with limited immediate cashflow impact.

This grant reflects director compensation converted to phantom stock under the Deferred Compensation Plan. Because the units are cash-settled at termination and not actual equity, there is no immediate dilution to shareholders and no change to voting power. The recorded $60.49 price provides a reference economic value, but the arrangement creates a future cash liability tied to FNF share value at payout. For most investors this is an internal compensation matter rather than a material corporate event.

Corporate Governance Expert

TL;DR: A standard director deferred-compensation award; governance impact is minimal but creates a future cash obligation.

The transaction shows customary use of phantom stock to align director incentives without issuing shares. Key governance points are transparency of the award and that payout is cash on termination, which can affect future cash flows and should be tracked with other off-balance compensation obligations. This Form 4 is a routine disclosure consistent with Section 16 requirements.

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).

1. Name and Address of Reporting Person^*

Ammerman Douglas K

(Last) (First) (Middle)

601 RIVERSIDE AVENUE

(Street)

JACKSONVILLE FL 32204

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Fidelity National Financial, Inc. [ FNF ]

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)
09/30/2025

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

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
FNF Phantom Stock(1)	(2)	09/30/2025		A		251.189		(3)	(3)	Common Stock	251.189	$60.49	24,515.0351	D

Explanation of Responses:

1. Phantom stock acquired by the reporting person pursuant to the Deferred Compensation Plan.

2. Each share of phantom stock is the economic equivalent of one share of FNF stock.

3. Shares of phantom stock are payable in cash following the reporting person's termination of service as a director.

	/s/ Colleen E. Haley, as attorney-in-fact	10/01/2025
	** 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 did FNF director Douglas Ammerman report on Form 4?

The Form 4 reports acquisition of 251.189 phantom stock units on 09/30/2025 under the Deferred Compensation Plan, recorded at $60.49 per unit.

Are the phantom stock units actual shares of FNF (FNF)?

No. Each phantom unit is the economic equivalent of one share but is cash-settled and not an issuance of common stock.

How many FNF shares does Ammerman beneficially own after the transaction?

The filing shows 24,515.0351 shares beneficially owned following the reported transaction (direct ownership).

When will the phantom units be paid out?

The filing states phantom stock units are payable in cash following the reporting person's termination of service; no specific payout date is provided.

Does this Form 4 create immediate dilution for FNF shareholders?

No. Because the award is cash-settled phantom stock, there is no immediate share dilution reported.