Research Reports

Key takeaways

On April 29, 2026, Board and Dennis J. Gilmore mutually cancelled his 12,980 unvested RSUs and 12,980 target PRSUs granted June 20, 2025.

All awards were fully unvested at cancellation, resulting in complete forfeiture.

Cancellation was voluntary by Gilmore with no exchange for other equity or cash compensation.

Agreement executed under First American Financial Corporation 2020 Incentive Compensation Plan.

RSU and PRSU Cancellation Agreement filed as Exhibit 10.1.

Full analysis

The mutual cancellation of Dennis J. Gilmore's unvested equity awards, totaling 25,960 units (12,980 RSUs and 12,960 PRSUs at target), eliminates future dilution from these grants without any offsetting compensation. As Executive Chairman, Gilmore's voluntary forfeiture signals alignment with shareholder interests, potentially reducing equity overhang. The agreement, governed by Delaware law and the 2020 Incentive Compensation Plan, ensures no further rights or obligations for the parties, providing clarity on this compensatory adjustment.

FAF · First American Financial Corporation

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Key takeaways

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