SEC Form 5 · accession 0001127602-19-002760
First American Financial Corp · FAF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Parker S Kennedy
Director
Period of report
Dec 31, 2018
Accepted (ET)
Jan 25, 2019 · 5:35 pm 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 StockF1,F2 | Dec 15, 2018 | G | 2,672 | $0.00 | D | 2,466,686 | I | By Limited Partnership |
| Common StockF3,F4 | holding | — | — | — | 158,763 | D | ||
| Common StockF5 | holding | — | — | — | 27,087 | I | by Parent |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents separate gifts of limited partnership interests in Kennedy Enterprises, LLP to 8 individuals. Each gift represents a 0.0135% interest in Kennedy Enterprises. The transaction did not result in the acquisition or disposition of any First American shares by the partnership.
- F2The reported securities are held by Kennedy Enterprises, L.P., a limited partnership of which the reporting person is the sole general partner. The reporting person and his wife are also limited partners of the partnership. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F3Includes 935 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 2,541 RSUs, and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/23/17, the first anniversary of the grant.
- F4Includes 1,802 unvested RSUs acquired pursuant to an original grant of 1,750 RSUs, and shares acquired through automatic dividend reinvestment, vesting 2/21/19.
- F5Pursuant to a power of attorney, the reporting person has investment power over these shares held by his mother in a personal account. She does not share a household with the reporting person. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.