SEC Form 4 · accession 0001127602-15-013697
First American Financial Corp · FAF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dennis J Gilmore
Officer — Chief Executive Officer · Director
Period of report
Mar 31, 2015
Accepted (ET)
Apr 2, 2015 · 5:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001472787
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF6,F1,F2,F3,F4,F5 | Mar 31, 2015 | F | 7,650 | $35.68 | D | 681,620 | D | |
| Common StockF7 | holding | — | — | — | 2,326 | I | By 401(k) Plan Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F8 | $20.40 | holding | — | — | — | Dec 8, 2006 | Dec 8, 2015 | Common Stock | 139,744 | 139,744 | D |
Explanation of responses
- F1Payment of tax liability by withholding securities incident to the vesting of restricted stock units.
- F2Includes 78,614 unvested Restricted Stock Units ("RSUs") acquired pursuant to a grant of performance based RSUs on account of an original grant of 212,765 RSUs and shares acquired through automatic dividend reinvestment, which vest in three equal annual increments commencing on 6/1/13, the first business day following the third anniversary of the grant, pursuant to the Form of RSU Award Agreement filed as Exhibit 10(i) to the issuer's Quarterly Report on Form 10-Q for the period ended June 30, 2010.
- F3Includes 28,799 unvested RSUs acquired pursuant to an original grant of 106,959 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 3/1/13, the first anniversary of the grant made on 2/29/12.
- F4Includes 62,978 unvested RSUs acquired pursuant to an original grant of 119,126 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 3/4/14, the first anniversary of the grant.
- F5Includes 60,924 unvested RSUs acquired pursuant to an original grant of 78,380 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/27/15, the first anniversary of the grant.
- F6Includes 73,174 unvested RSUs acquired pursuant to an original grant of 78,380 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/25/16, the first anniversary of the grant.
- F7Amount 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).
- F8The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 12/8/06, the first anniversary of the grant, has been carried over to the issuer options.