[Form 4] First American Financial Corp Insider Trading Activity

Rhea-AI Filing Summary

First American Financial Corp EVP and CFO Matthew F. Wajner reported routine tax-related share dispositions linked to vesting stock awards. On February 24, he disposed of 670 shares of common stock at $66.34 per share, and on February 23 he disposed of 835 shares at $67.36 per share, both described as payment of tax liability by withholding securities.

After these transactions, he directly owned 53,234 common shares. Footnotes state his holdings include multiple blocks of unvested restricted stock units that are scheduled to vest in three equal annual installments beginning on various future anniversaries of their grant dates.

Insights

Equity compensation and governance analyst

Routine tax-withholding dispositions tied to RSU vesting; no open-market selling.

The transactions by First American Financial Corp EVP and CFO Matthew F. Wajner are coded "F," indicating payment of tax liabilities by withholding shares as restricted stock units vest. This is a standard administrative feature of equity compensation, not a discretionary sale in the open market.

Following these dispositions totaling 1,505 shares, Wajner still directly holds 53,234 common shares plus several tranches of unvested RSUs scheduled to vest in three equal annual increments starting on specified future anniversaries. These details suggest ongoing equity alignment, while the reported transactions themselves do not materially change the investment picture.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Wajner Matthew F.

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	670	$66.34	$44K
Tax Withholding	Common Stock	835	$67.36	$56K

Holdings After Transaction: Common Stock — 53,234 shares (Direct)

Footnotes (1)

1. Payment of tax liability by withholding securities incident to the vesting of restricted stock units. Includes 1,059 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 2,933 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/22/2025, the first anniversary of the grant. Includes 3,739 unvested RSUs acquired pursuant to an original grant of 3,616 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/24/2026, the first anniversary of the grant. Includes 3,387 unvested RSUs acquired pursuant to an original grant of 3,331 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 6/20/2026, the first anniversary of the grant. Includes 16,210 unvested RSUs acquired pursuant to a grant vesting in three equal annual increments commencing 2/19/2027, the first anniversary of the grant. Includes 2,499 unvested RSUs acquired pursuant to an original grant of 3,616 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/24/2026, the first anniversary of the grant.

Form 4 Insider Transactions: What Each Field Means →

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^*

Wajner Matthew F.

(Last) (First) (Middle)

1 FIRST AMERICAN WAY

(Street)

SANTA ANA CA 92707

(City) (State) (Zip)

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)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	02/23/2026		F(1)		835	D	$67.36	53,904(2)(3)(4)(5)	D
Common Stock	02/24/2026		F(1)		670	D	$66.34	53,234(2)(4)(5)(6)	D

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

Explanation of Responses:

1. Payment of tax liability by withholding securities incident to the vesting of restricted stock units.

2. Includes 1,059 unvested Restricted Stock Units ("RSUs") acquired pursuant to an original grant of 2,933 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/22/2025, the first anniversary of the grant.

3. Includes 3,739 unvested RSUs acquired pursuant to an original grant of 3,616 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/24/2026, the first anniversary of the grant.

4. Includes 3,387 unvested RSUs acquired pursuant to an original grant of 3,331 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 6/20/2026, the first anniversary of the grant.

5. Includes 16,210 unvested RSUs acquired pursuant to a grant vesting in three equal annual increments commencing 2/19/2027, the first anniversary of the grant.

6. Includes 2,499 unvested RSUs acquired pursuant to an original grant of 3,616 RSUs and shares acquired through automatic dividend reinvestment, vesting in three equal annual increments commencing 2/24/2026, the first anniversary of the grant.

	/s/ Stacy S. Rust, attorney-in-fact for Matthew F. Wajner	02/25/2026
	** 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.