SEC Form 4 · accession 0001127602-15-031941

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

Nov 17, 2015

Accepted (ET)

Nov 19, 2015 · 11:50 am EST

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 Stock	Nov 17, 2015	M	139,744	$20.40	A	783,400	D
Common Stock^{F2,F3,F4,F5,F6}	Nov 17, 2015	S	139,744	$37.12	D	643,656	D
Common Stock^F7	holding	—	—		—	2,343	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	Nov 17, 2015	M	139,744	D	Dec 8, 2006	Dec 8, 2015	Common Stock	139,744	0	D

Explanation of responses

F1This sale was effected pursuant to a Rule 10b5-1 trading plan.
F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.78 to $37.90, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
F3Includes 29,187 unvested Restricted Stock Units ("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 63,831 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 61,749 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 74,165 unvested RSUs acquired pursuant to an original grant of 72,665 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.