Spence Marsha A 4

What Happened

• Marsha A. Spence, a director of First American Financial Corp (FAF), received an award of 2,418 restricted stock units (RSUs) on February 19, 2026. The transaction is reported as an award/grant (code A) at $0.00 per share (total reported value $0).
• These RSUs are unvested and, per the filing footnote, vest on February 19, 2027 (the first anniversary of the grant). This was a compensation award rather than a purchase or sale.

Key Details

• Transaction date: 2026-02-19; Filing date: 2026-02-23 (Form 4 filed within required reporting window).
• Transaction type/code: Award/Grant (A); 2,418 RSUs granted; $0.00 reported price; total $0.
• Vesting: Footnote F2 indicates the 2,418 RSUs vest 2/19/2027 (first anniversary).
• Related holdings: Footnote F1 references 2,609 unvested RSUs from an earlier grant (originally 2,522 RSUs plus dividend-reinvested shares) vesting 2/24/2026. The Form 4 excerpt provided does not specify total shares beneficially owned after this transaction.
• No 10b5-1 plan, tax-withholding, or late-filing flags were indicated in the provided data.

Context

• RSU grants are compensation and typically vest over time; they do not represent an immediate cash purchase or sale. Because these units are unvested, Spence cannot sell them until they vest (or unless the company plan allows otherwise). Awards like this are routine for executive/director compensation and are best viewed as part of pay, not a direct market-timing signal.