-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CsYKwYAdx1f9J5yxPvu09Tw5rcfIVkmdJlZD9ZN8uMYuGnRQ18mTyxB40OGSzoYc qKdw98EXH+N60BHcPLsD+A== 0001127602-10-007780.txt : 20100305 0001127602-10-007780.hdr.sgml : 20100305 20100305185100 ACCESSION NUMBER: 0001127602-10-007780 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100303 FILED AS OF DATE: 20100305 DATE AS OF CHANGE: 20100305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GILMORE DENNIS J CENTRAL INDEX KEY: 0001243867 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13585 FILM NUMBER: 10662003 MAIL ADDRESS: STREET 1: 1 FIRST AMERICAN WAY CITY: SANTA ANA STATE: CA ZIP: 92707 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST AMERICAN CORP CENTRAL INDEX KEY: 0000036047 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 951068610 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 FIRST AMERICAN WAY CITY: SANTA ANA STATE: CA ZIP: 92707 BUSINESS PHONE: 714-250-3000 MAIL ADDRESS: STREET 1: 1 FIRST AMERICAN WAY CITY: SANTA ANA STATE: CA ZIP: 92707 FORMER COMPANY: FORMER CONFORMED NAME: FIRST AMERICAN FINANCIAL CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FIRST AMERICAN TITLE INSURANCE & TRUST C DATE OF NAME CHANGE: 19690515 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2010-03-03 0000036047 FIRST AMERICAN CORP FAF 0001243867 GILMORE DENNIS J 1 FIRST AMERICAN WAY SANTA ANA CA 92707 1 CEO-Financial Services Group Common Stock 2010-03-03 4 A 0 57551 0 A 174759 D Common Stock 2010-03-04 4 F 0 7546 31.81 D 167213 D Common Stock 2010-03-05 4 F 0 3145 31.95 D 164068 D Common Stock 2087.199 I By 401(k) Plan Trust Employee Stock Option (Right to Buy) 30.80 2001-12-14 2010-12-14 Common Stock 20000 20000 D Employee Stock Option (Right to Buy) 19.20 2002-12-13 2011-12-13 Common Stock 8000 8000 D Employee Stock Option (Right to Buy) 19.10 2003-07-23 2012-07-23 Common Stock 6000 6000 D Employee Stock Option (Right to Buy) 22.85 2004-02-27 2013-02-27 Common Stock 50000 50000 D Employee Stock Option (Right to Buy) 30.56 2005-02-26 2014-02-26 Common Stock 50000 50000 D Employee Stock Option (Right to Buy) 36.55 2006-02-28 2015-02-28 Common Stock 60000 60000 D Employee Stock Option (Right to Buy) 47.49 2006-12-08 2015-12-08 Common Stock 60000 60000 D Payment of tax liability by withholding securities incident to the vesting of restricted stock units. Includes 57,551 shares acquired pursuant to a grant of restricted stock units vesting in five equal annual increments commencing 3/3/11, the first anniversary of the grant. Includes 32,589 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 39,504 restricted stock units, vesting in five equal annual increments commencing 3/4/10, the first anniversary of the grant. Includes 24,279 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 37,878 restricted stock units, vesting in five equal annual increments commencing 3/4/09, the first anniversary of the grant. Includes 13,510 unvested restricted stock units (including shares acquired through automatic dividend reinvestment) acquired pursuant to a grant of 30,948 restricted stock units, vesting in five equal annual increments commencing 3/5/08, the first anniversary of the grant. Amount shown consists of shares contributed by issuer as company match, shares purchased for my 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). The option vests in five equal annual increments commencing 12/14/01, the first anniversary of the grant. The option vests in five equal annual increments commencing 12/13/02, the first anniversary of the grant. The option vests in five equal annual increments commencing 7/23/03, the first anniversary of the grant. The option vests in five equal annual increments commencing 2/27/04, the first anniversary of the grant. The option vests in five equal annual increments commencing 2/26/05, the first anniversary of the grant. The option vests in five equal annual increments commencing 2/28/06, the first anniversary of the grant. The option vests in five equal annual increments commencing 12/8/06, the first anniversary of the grant. Exhibit List: Exhibit 24 - Power of Attorney /s/ Stacy S. Rentner, Attorney-in-Fact for Dennis J. Gilmore 2010-03-05 EX-24 2 doc1.txt POWER OF ATTORNEY Power of Attorney Know all by these presents, that the undersigned (the "Reporting Person") hereby constitutes and appoints each of Kenneth D. DeGiorgio, Jeffrey S. Robinson, Stacy S. Rentner and Susan Vivino, signing singly, as the Reporting Person?s true and lawful attorney-in-fact to: (1) prepare, execute in the Reporting Person's name and on the Reporting Person's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the Reporting Person to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, the rules thereunder or any rule or regulation of the SEC; (2) execute for and on behalf of the Reporting Person, in the Reporting Person's capacity as an officer and/or director of The First American Corporation, a California corporation (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the Reporting Person may be required to file in connection with the Reporting Person?s ownership, acquisition, or disposition of securities of the Company; (3) do and perform any and all acts for and on behalf of the Reporting Person which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, and in the best interest of, or legally required by, the Reporting Person, it being understood that the documents executed by such attorney-in-fact on behalf of the Reporting Person pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in fact may approve in such attorney-in-fact's discretion. The Reporting Person hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the Reporting Person might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The Reporting Person acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the Reporting Person, are not assuming, nor is the Company assuming, any of the Reporting Person?s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the Reporting Person is no longer required to file Forms 3, 4 and 5 with respect to the Reporting Person's holdings of and transactions in securities issued by the Company, unless earlier revoked by the Reporting Person in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the Reporting Person has caused this Power of Attorney to be executed as of this 26th day of March, 2009. /s/ Dennis J. Gilmore Signature Dennis J. Gilmore Print Name -----END PRIVACY-ENHANCED MESSAGE-----