Sec Form 4 Filing - DEGIORGIO KENNETH D @ First American Financial Corp - 2021-02-18

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
DEGIORGIO KENNETH D
2. Issuer Name and Ticker or Trading Symbol
First American Financial Corp [ FAF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last) (First) (Middle)
1 FIRST AMERICAN WAY
3. Date of Earliest Transaction (MM/DD/YY)
02/18/2021
(Street)
SANTA ANA, CA92707
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 02/18/2021 A 48,651 A $ 0 430,517 ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) D
Common Stock 128.078 ( 7 ) I By 401(k) Plan Trust
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DEGIORGIO KENNETH D
1 FIRST AMERICAN WAY
SANTA ANA, CA92707
Executive Vice President
Signatures
/s/ Greg L. Smith, Attorney-in-Fact for Kenneth D. DeGiorgio 02/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 13,938 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 48,997 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/22/2018, the first anniversary of the grant.
( 2 )Includes 22,876 unvested RSUs acquired pursuant to an original grant of 41,519 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/21/2019, the first anniversary of the grant.
( 3 )Includes 37,035 unvested RSUs acquired pursuant to an original grant of 46,231 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/22/2020, the first anniversary of the grant.
( 4 )Includes 47,804 unvested RSUs acquired pursuant to an original grant of 45,440 RSUs and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 2/20/2021, the first anniversary of the grant.
( 5 )Includes 48,651 unvested RSUs acquired pursuant to a grant vesting in four equal annual increments commencing 2/18/2022, the first anniversary of the grant.
( 6 )The reporting person's receipt of certain shares underlying vested RSUs associated with various grants and related shares acquired through automatic dividend reinvestment have been deferred.
( 7 )Amount 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).

Remarks:
Exhibit List: Exhibit 24 Power of Attorney

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).
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