Filing Details

Accession Number:
0001127602-11-030400
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-11-22 18:28:36
Reporting Period:
2011-11-21
Filing Date:
2011-11-22
Accepted Time:
2011-11-22 18:28:36
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1472787 First American Financial Corp FAF Title Insurance (6361) 261911571
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1017357 S Parker Kennedy 1 First American Way
Santa Ana CA 92707
Executive Chairman Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2011-11-21 46,580 $0.00 206,724 No 4 M Direct
Common Stock Disposition 2011-11-21 46,580 $11.18 160,144 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Employee Stock Option (Right to Buy) Disposition 2011-11-21 46,580 $0.00 46,580 $7.77
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2002-12-13 2011-12-13 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 12,247 Indirect By 401(k) Plan Trust
Common Stock 463,533 Indirect By Limited Partnership
Common Stock 56,668 Indirect By Spouse Via Limited Partnership
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Employee Stock Option (Right to Buy) $9.82 2004-02-27 2013-02-27 93,163 93,163 Direct
Common Stock Employee Stock Option (Right to Buy) $13.13 2005-02-26 2014-02-26 93,162 93,162 Direct
Common Stock Employee Stock Option (Right to Buy) $15.70 2006-02-28 2015-02-28 93,162 93,162 Direct
Common Stock Employee Stock Option (Right to Buy) $20.40 2006-12-08 2015-12-08 93,163 93,163 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2013-02-27 93,163 93,163 Direct
2014-02-26 93,162 93,162 Direct
2015-02-28 93,162 93,162 Direct
2015-12-08 93,163 93,163 Direct
Footnotes
  1. The cashless option exercise reported on this Form 4 was executed pursuant to the reporting person's 10b5-1 trading plan described in The First American Corporation's ("FAC") Current Report on Form 8-K filed with the Securities and Exchange Commission on September 10, 2007. The trading plan provides that each option held by the reporting person that is in-the-money after commissions will be exercised automatically on a cashless basis between and including the fifteenth and the first trading day preceding expiration. The options that are the subject of this Form 4 would have expired on 12/13/11.
  2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.15 to $11.31, 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.
  3. Includes 11,892 unvested restricted stock units ("RSUs") acquired in a pro rata distribution by FAC on June 1, 2010 on account of an original grant of 45,373 FAC RSUs, of which 19,929 were unvested at the time of the distribution and shares acquired through automatic dividend reinvestment, half of which were converted into issuer RSUs. The vesting schedule of the FAC RSUs, vesting in five equal annual increments commencing 03/05/08, the first anniversary of the grant, has been carried over to the issuer RSUs.
  4. Includes 64,807 unvested RSUs acquired in a pro rata distribution by FAC on June 1, 2010 on account of an original grant of 67,444 FAC RSUs, of which 67,850 were unvested at the time of the distribution and shares acquired through automatic dividend reinvestment, half of which were converted into issuer RSUs. The vesting schedule of the FAC RSUs, vesting in five equal annual increments commencing 03/03/11, the first anniversary of the grant, has been carried over to the issuer RSUs.
  5. Includes 16,970 shares acquired pursuant to an original grant of 16,761 RSUs, and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 3/3/12, the first anniversary of the grant.
  6. Includes 10,865 shares acquired pursuant to an original grant of 10,762 RSUs, and shares acquired through automatic dividend reinvestment, vesting in four equal annual increments commencing 3/31/12, the first anniversary of the grant.
  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).
  8. The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 12/13/02, the first anniversary of the grant, has been carried over to the issuer options.
  9. The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 02/27/04, the first anniversary of the grant, has been carried over to the issuer options.
  10. The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 02/26/05, the first anniversary of the grant, has been carried over to the issuer options.
  11. The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 02/28/06, the first anniversary of the grant, has been carried over to the issuer options.
  12. The vesting schedule of the original FAC option, vesting in five equal annual increments commencing 12/08/06, the first anniversary of the grant, has been carried over to the issuer options.