Director at Fidelity National (NYSE: FNF) gets phantom stock grant

Rhea-AI Filing Summary

Shea Peter O Jr reported acquisition or exercise transactions in this Form 4 filing.

Fidelity National Financial director Peter O. Shea Jr. reported receiving a grant of 1,071.4763 shares of phantom stock on June 30, 2026. Each phantom stock share is the economic equivalent of one share of FNF common stock and is payable in cash after he leaves the board. Following this award, he holds 14,111.5078 phantom stock shares directly under the company’s deferred compensation plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Shea Peter O Jr

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	1,071.4763	$47.16	$51K

Holdings After Transaction: Phantom Stock — 14,111.5078 shares (Direct)

Footnotes (3)

1. F1. Phantom stock acquired by the reporting person pursuant to the Deferred Compensation Plan.
2. F2. Each share of phantom stock is the economic equivalent of one share of FNF stock.
3. F3. Shares of phantom stock are payable in cash following the reporting person's termination of service as a director.

Key Figures

Phantom stock grant: 1,071.4763 shares Reference price: $47.16 per share Total phantom stock holdings: 14,111.5078 shares +1 more

4 metrics

Phantom stock grant 1,071.4763 shares Phantom stock awarded on June 30, 2026

Reference price $47.16 per share Price per phantom stock share for this grant

Total phantom stock holdings 14,111.5078 shares Phantom stock held after the reported transaction

Underlying common stock equivalence 1:1 with FNF common Each phantom share equals one FNF common share economically

Key Terms

Phantom Stock, Deferred Compensation Plan, economic equivalent

3 terms

Phantom Stock financial

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

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Deferred Compensation Plan financial

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

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

economic equivalent financial

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

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Available on EDGAR 07/02/2026 - 07:12 PM Accepted by SEC EDGAR 07/02/2026 - 07:11 PM Learn about SEC filing dates

FAQ

What insider transaction did FNF director Peter O. Shea Jr. report?

Peter O. Shea Jr., a director of Fidelity National Financial (FNF), reported receiving a grant of 1,071.4763 phantom stock shares. These were awarded as part of a deferred compensation arrangement rather than bought on the open market.

How many phantom stock shares does Peter O. Shea Jr. hold after this Form 4?

After the June 30, 2026 grant, Peter O. Shea Jr. holds 14,111.5078 phantom stock shares. This total reflects his accumulated phantom stock awards under Fidelity National Financial’s deferred compensation plan for his service as a director.

What is phantom stock in the context of Fidelity National Financial (FNF)?

At Fidelity National Financial, each phantom stock share is the economic equivalent of one share of FNF common stock. Instead of actual shares, the value is tracked and ultimately settled in cash based on the stock’s value.

When will Peter O. Shea Jr.’s FNF phantom stock be paid out?

The phantom stock shares granted to Peter O. Shea Jr. are payable in cash after he terminates his service as a director. Payment timing is therefore tied directly to when he leaves the company’s board.

Did the FNF phantom stock grant involve an open-market purchase or sale?

No, the reported transaction is a grant of phantom stock under a deferred compensation plan. It does not represent Peter O. Shea Jr. buying or selling FNF shares in the open market.

What price reference is associated with the FNF phantom stock grant?

The Form 4 lists a price of $47.16 per phantom stock share for the 1,071.4763-share grant. This figure is used for the economic valuation of the phantom stock award.

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^*

Shea Peter O Jr

(Last) (First) (Middle)

601 RIVERSIDE AVENUE

(Street)

JACKSONVILLE FLORIDA 32204

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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

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
Phantom Stock(1)	(2)	06/30/2026		A		1,071.4763		(3)	(3)	Common Stock	1,071.4763	$47.16	14,111.5078	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	07/01/2026
	** 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)