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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/12 First American Financial Corp 10-K 12/31/11 149:22M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 2.23M 3: EX-10.13 Deferred Compensation Plan HTML 221K 4: EX-10.17 Form of Restricted Stock Unit Award Agreement HTML 67K (Directors) 5: EX-10.21.1 Form of Restricted Stock Unit Award Agreement HTML 78K (Employees) 6: EX-10.21.2 Form of Restricted Stock Unit Award Agreement HTML 84K (Valdes) 7: EX-10.24 Form of Performance Unit Award Agreement HTML 56K 2: EX-10.5 Amended and Restated Secured Promissory Note HTML 44K 8: EX-21 Subsidiaries List HTML 80K 9: EX-23 Consent of Independent Registered Public HTML 40K Accounting Firm 10: EX-31.(A) Section 302 Certification of CEO HTML 45K 11: EX-31.(B) Section 302 Certification of CFO HTML 45K 12: EX-32.(A) Section 906 Certification of CEO HTML 42K 13: EX-32.(B) Section 906 Certification of CFO HTML 42K 101: R1 Document And Entity Information HTML 72K 76: R2 Consolidated Balance Sheets HTML 200K 94: R3 Consolidated Balance Sheets (Parenthetical) HTML 63K 106: R4 Consolidated Statements Of Income HTML 158K 135: R5 Consolidated Statements Of Comprehensive Income HTML 89K 80: R6 Consolidated Statements Of Equity HTML 126K 93: R7 Consolidated Statements Of Cash Flows HTML 228K 69: R8 Description Of The Company HTML 145K 57: R9 Statutory Restrictions On Investments And HTML 47K Stockholders' Equity 137: R10 Debt And Equity Securities HTML 365K 108: R11 Financing Receivables HTML 130K 107: R12 Property And Equipment HTML 55K 115: R13 Goodwill HTML 60K 116: R14 Other Intangible Assets HTML 62K 112: R15 Deposits HTML 62K 117: R16 Reserve For Known And Incurred But Not Reported HTML 91K Claims 95: R17 Notes And Contracts Payable HTML 67K 103: R18 Investment Income HTML 58K 110: R19 Income Taxes HTML 134K 148: R20 Earnings Per Share HTML 65K 127: R21 Employee Benefit Plans HTML 244K 86: R22 Fair Value Of Financial Instruments HTML 90K 109: R23 Share-Based Compensation Plans HTML 86K 90: R24 Stockholders' Equity HTML 54K 46: R25 Commitments And Contingencies HTML 57K 129: R26 Transactions With CoreLogic/TFAC HTML 64K 142: R27 Other Comprehensive Income (Loss) HTML 106K 63: R28 Litigation And Regulatory Contingencies HTML 95K 62: R29 Business Combinations HTML 55K 67: R30 Segment Financial Information HTML 139K 68: R31 Quarterly Financial Data HTML 86K 70: R32 Schedule I - Summary Of Investments Other - Than HTML 82K Investments In Related Parties 32: R33 Schedule II - Condensed Financial Statements HTML 124K (Parent Company) 125: R34 Schedule III - Supplementary Insurance Information HTML 111K 84: R35 Schedule IV - Reinsurance HTML 67K 87: R36 Schedule V - Valuation And Qualifying Accounts HTML 116K 51: R37 Description Of The Company (Policy) HTML 218K 147: R38 Debt And Equity Securities (Tables) HTML 352K 20: R39 Financing Receivables (Tables) HTML 132K 73: R40 Property And Equipment (Tables) HTML 54K 133: R41 Goodwill (Tables) HTML 59K 48: R42 Other Intangible Assets (Tables) HTML 62K 61: R43 Deposits (Tables) HTML 59K 66: R44 Reserve For Known And Incurred But Not Reported HTML 78K Claims (Tables) 77: R45 Notes And Contracts Payable (Tables) HTML 58K 31: R46 Investment Income (Tables) HTML 60K 56: R47 Income Taxes (Tables) HTML 119K 23: R48 Earnings Per Share (Tables) HTML 58K 131: R49 Employee Benefit Plans (Tables) HTML 226K 47: R50 Fair Value Of Financial Instruments (Tables) HTML 75K 126: R51 Share-Based Compensation Plans (Tables) HTML 78K 52: R52 Commitments And Contingencies (Tables) HTML 49K 74: R53 Other Comprehensive Income (Loss) (Tables) HTML 101K 22: R54 Segment Financial Information (Tables) HTML 133K 27: R55 Quarterly Financial Data (Tables) HTML 82K 65: R56 Description Of The Company (Details) HTML 124K 38: R57 Statutory Restrictions On Investments And HTML 54K Stockholders' Equity (Details) 138: R58 Debt And Equity Securities (Narrative) (Details) HTML 115K 82: R59 Debt And Equity Securities (Amortized Cost And HTML 84K Estimated Fair Value Of Investments In Debt Securities, Classified As Available-For-Sale) (Details) 113: R60 Debt And Equity Securities (Cost And Estimated HTML 63K Fair Value Of Investments In Equity Securities, Classified As Available-For-Sale) (Details) 55: R61 Debt And Equity Securities (Net Unrealized Gains HTML 50K (Losses)) (Details) 59: R62 Debt And Equity Securities (Gross Unrealized HTML 90K Losses) (Details) 123: R63 Debt And Equity Securities (Composition Of The HTML 74K Company's Non-Agency Mortgage-Backed Securities) (Details) 118: R64 Debt And Equity Securities (Amortized Cost And HTML 106K Estimated Fair Value Of Debt Securities) (Details) 85: R65 Debt And Equity Securities (Summary Of Primary HTML 55K Assumptions Used In Estimating The Cash Flows Expected To Be Collected For The Securities) (Details) 121: R66 Debt And Equity Securities (Change In Credit HTML 53K Portion Of The Other-Than-Temporary Impairments Recognized In Earnings On Debt Securities) (Details) 53: R67 Debt And Equity Securities (Available-For-Sale HTML 111K Investments Measured At Fair Value On A Recurring Basis) (Details) 91: R68 Debt And Equity Securities (Summary Of The Changes HTML 68K In Fair Value Of Level 3 Available-For-Sale Investments) (Details) 141: R69 Financing Receivables (Narrative) (Details) HTML 44K 25: R70 Financing Receivables (Schedule Of Summarized HTML 77K Financing Receivables) (Details) 45: R71 Financing Receivables (Aging Analysis Of Loans And HTML 74K Notes Receivable) (Details) 75: R72 Financing Receivables (Aggregate Annual Maturities HTML 68K For Loans And Notes Receivable) (Details) 36: R73 Property And Equipment (Details) HTML 64K 146: R74 Goodwill (Carrying Amount Of Goodwill By Operating HTML 56K Segment) (Details) 49: R75 Other Intangible Assets (Details) HTML 73K 40: R76 Other Intangible Assets (Estimated Amortization HTML 55K Expense For Finite-Lived Intangible Assets) (Details) 44: R77 Deposits (Escrow, Passbook And Investment HTML 67K Certificate Accounts) (Details) 28: R78 Reserve For Known And Incurred But Not Reported HTML 83K Claims (Narrative) (Details) 33: R79 Reserve For Known And Incurred But Not Reported HTML 68K Claims (Activity In Reserve For Known And Incurred But Not Reported Claims) (Details) 104: R80 Reserve For Known And Incurred But Not Reported HTML 72K Claims (Summary Of The Company's Loss Reserves) (Details) 42: R81 Notes And Contracts Payable (Narrative) (Details) HTML 58K 139: R82 Notes And Contracts Payable (Schedule Of Notes And HTML 58K Contracts Payable) (Details) 71: R83 Notes And Contracts Payable (Aggregate Annual HTML 63K Maturities Of Notes And Contracts Payable) (Details) 111: R84 Investment Income (Details) HTML 62K 120: R85 Income Taxes (Narrative) (Details) HTML 111K 41: R86 Income Taxes (Summary Of Tax Expenses) (Details) HTML 86K 43: R87 Income Taxes (Computed By Applying The Federal HTML 68K Income Tax Rate) (Details) 136: R88 Income Taxes (Net Deferred Tax Assets) (Details) HTML 113K 37: R89 Income Taxes (Changes In Unrecognized Tax HTML 54K Benefits) (Details) 105: R90 Earnings Per Share (Details) HTML 89K 98: R91 Employee Benefit Plans (Narrative) (Details) HTML 94K 124: R92 Employee Benefit Plans (Principal Components Of HTML 51K Employee Benefit Plan Expenses) (Details) 97: R93 Employee Benefit Plans (Balance Sheet Impact, HTML 112K Including Benefit Obligations, Assets And Funded Status) (Details) 81: R94 Employee Benefit Plans (Net Periodic Cost) HTML 66K (Details) 130: R95 Employee Benefit Plans (Weighted-Average Actuarial HTML 47K Assumptions Used To Determine Costs) (Details) 78: R96 Employee Benefit Plans (Weighted-Average Actuarial HTML 48K Assumptions Used To Determine Benefit Obligations) (Details) 50: R97 Employee Benefit Plans (Funded Status) (Details) HTML 57K 88: R98 Employee Benefit Plans (Target Asset Allocation HTML 59K Based On Funded Status) (Details) 83: R99 Employee Benefit Plans (Asset Allocation) HTML 46K (Details) 64: R100 Employee Benefit Plans (Benefit Payments, Expected HTML 58K Future Service) (Details) 149: R101 Employee Benefit Plans (Defined Benefit Pension HTML 70K Plan Assets Prior To And Following The Separation Measured At Fair Value) (Details) 122: R102 Fair Value Of Financial Instruments (Carrying HTML 87K Amounts And Fair Values Of The Financial Instruments) (Details) 96: R103 Share-Based Compensation Plans (Narrative) HTML 70K (Details) 30: R104 Share-Based Compensation Plans (Share-Based HTML 58K Compensation Activity) (Details) 132: R105 Share-Based Compensation Plans (Share-Based HTML 70K Compensation Restricted Stock Unit Activity) (Details) 140: R106 Share-Based Compensation Plans (Share-Based HTML 93K Compensation Stock Options Activity) (Details) 134: R107 Stockholders' Equity (Details) HTML 49K 92: R108 Commitments And Contingencies (Future Minimum HTML 77K Rental Payments) (Details) 39: R109 Transactions With CoreLogic/TFAC (Details) HTML 109K 114: R110 Other Comprehensive Income (Loss) (Components Of HTML 108K Other Comprehensive Income (Loss)) (Details) 54: R111 Other Comprehensive Income (Loss) (Other HTML 95K Comprehensive Income (Loss) Allocated To The Company And Noncontrolling Interests) (Details) 21: R112 Litigation And Regulatory Contingencies (Details) HTML 43K 79: R113 Business Combinations (Details) HTML 54K 72: R114 Segment Financial Information (Narrative) HTML 51K (Details) 128: R115 Segment Financial Information (Schedule Of HTML 105K Selected Financial Information) (Details) 58: R116 Segment Financial Information (Schedule Of Total HTML 53K Revenues From External Customers And Long-Lived Assets) (Details) 144: R117 Quarterly Financial Data (Details) HTML 94K 34: R118 Schedule I - Summary Of Investments - Other Than HTML 70K Investments In Related Parties (Details) 100: R119 Schedule II - Condensed Balance Sheets (Parent HTML 141K Company) (Details) 119: R120 Schedule II - Condensed Balance Sheets (Parent HTML 61K Company) (Parenthetical) (Details) 24: R121 Schedule II - Condensed Statements Of Income HTML 90K (Parent Company) (Details) 99: R122 Schedule II - Condensed Statements Of Cash Flows HTML 96K (Parent Company) (Details) 89: R123 Schedule II - Notes To Condensed Financial HTML 42K Statements (Parent Company) (Details) 26: R124 Schedule III - Balance Sheet Captions (Details) HTML 51K 102: R125 Schedule III - Income Statement Captions (Details) HTML 64K 145: R126 Schedule IV - Reinsurance (Details) HTML 56K 35: R127 Schedule V - Valuation And Qualifying Accounts HTML 66K (Details) 143: XML IDEA XML File -- Filing Summary XML 240K 60: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.65M 14: EX-101.INS XBRL Instance -- faf-20111231 XML 5.30M 16: EX-101.CAL XBRL Calculations -- faf-20111231_cal XML 391K 17: EX-101.DEF XBRL Definitions -- faf-20111231_def XML 1.18M 18: EX-101.LAB XBRL Labels -- faf-20111231_lab XML 2.40M 19: EX-101.PRE XBRL Presentations -- faf-20111231_pre XML 1.90M 15: EX-101.SCH XBRL Schema -- faf-20111231 XSD 371K 29: ZIP XBRL Zipped Folder -- 0001193125-12-081753-xbrl Zip 365K
Form of Restricted Stock Unit Award Agreement (Directors) |
Exhibit 10.17
[Non-Employee Director]
Notice of Restricted Stock Unit Grant
Participant: | [Participant Name] | |
Company: | First American Financial Corporation | |
Notice: | You have been granted the following Restricted Stock Units in accordance with the terms of the Plan and the Restricted Stock Unit Award Agreement attached hereto. | |
Type of Award: | Restricted Stock Units | |
Plan: | First American Financial Corporation 2010 Incentive Compensation Plan | |
Grant: | Date of Grant: [Grant Date] Number of Shares Underlying Restricted Stock Units: [Number of Shares Granted] | |
Period of Restriction: | Subject to the terms of the Plan and this Agreement, the Period of Restriction applicable to the Restricted Stock Units shall commence on the Date of Grant and shall lapse on the date listed in the “Lapse Date” column below as to that percentage of Shares underlying the Restricted Stock Units set forth below opposite each such date. |
Lapse Date |
Percentage of Shares as to Which Period of Restriction Lapses | |
Date of Grant + 1 year |
33.333% | |
Date of Grant + 2 years |
33.333% | |
Date of Grant + 3 years |
33.334% |
Rejection: |
If you wish to accept this Restricted Stock Unit Award, please access Fidelity NetBenefits® at www.netbenefits.com and follow the steps outlined under the “Accept Grant” link at any time within forty-five (45) days after the Date of Grant. If you do not accept your grant via Fidelity NetBenefits® within forty-five (45) days after the Date of Grant, you will have rejected this Restricted Stock Unit Award. |
[Non-Employee Director]
Restricted Stock Unit Award Agreement
This Restricted Stock Unit Award Agreement (this “Agreement”), dated as of the Date of Grant set forth in the Notice of Restricted Stock Unit Grant attached hereto (the “Grant Notice”), is made between First American Financial Corporation (the “Company”) and the Participant set forth in the Grant Notice. The Grant Notice is included in and made part of this Agreement.
1. | Definitions. |
Capitalized terms used but not defined in this Agreement (including the Grant Notice) have the meaning set forth in the Plan.
2. | Grant of the Restricted Stock Units. |
Subject to the provisions of this Agreement and the provisions of the Plan, the Company hereby grants to the Participant, pursuant to the Plan, a right to receive the number of shares of common stock of the Company, par value $.00001 per share (“Shares”), set forth in the Grant Notice (the “Restricted Stock Units”).
3. | Dividend Equivalents. |
Each Restricted Stock Unit shall accrue Dividend Equivalents with respect to dividends that would otherwise be paid on the Share underlying such Restricted Stock Unit during the period from the Grant Date to the date such Share is delivered in accordance with Section 6. Any such Dividend Equivalent shall be deemed reinvested in additional Shares underlying the Restricted Stock Units within each Period of Restriction immediately upon the related dividend’s payment date, based on the then-current Fair Market Value (rounded down to the nearest whole number), and shall be subject to the Period of Restriction applicable to the Restricted Stock Unit on which such Dividend Equivalent is paid. Any such conversion of Dividend Equivalents shall be conclusively determined by the Committee. The Shares underlying Restricted Stock Units into which Dividend Equivalents are so converted shall be delivered in accordance with Section 6.
4. | Period of Restriction; Termination. |
The Period of Restriction with respect to the Restricted Stock Units shall be as set forth in the Grant Notice. Subject to the terms of the Plan and the remaining provisions of this Section 4, all Restricted Stock Units for which the Period of Restriction had not lapsed prior to the date of the Participant’s Termination shall be immediately forfeited. Notwithstanding the foregoing to the contrary:
(a) | In the event of the Participant’s Termination due to his or her death or Disability, the Period of Restriction as to all Restricted Stock Units shall lapse in its entirety. |
(b) | In the event of the Participant’s Termination due to his or her retirement from the Board, irrespective of length of service prior to such retirement, the Period of Restriction as to all Restricted Stock Units shall lapse in its entirety. |
5. | Change of Control. |
Except for a Change of Control that has been approved by the Company’s Incumbent Board prior to the occurrence of such Change of Control, the provisions of Section 15.1 of the Plan shall apply to the Restricted Stock Units.
6. | Delivery of Shares. |
As soon as reasonably practicable following the lapse of the applicable portion of the Period of Restriction, but in no event later than 90 days following the date of such lapse, the Company shall cause to
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be delivered to the Participant the full number of Shares underlying the Restricted Stock Units as to which such portion of the Period of Restriction has so lapsed, together with Shares comprising all accrued Dividend Equivalents with respect to such Restricted Stock Units, subject to satisfaction of applicable tax withholding obligations with respect thereto pursuant to Article XVII of the Plan.
7. | No Ownership Rights Prior to Issuance of Shares. |
Neither the Participant nor any other person shall become the beneficial owner of the Shares underlying the Restricted Stock Units, nor have any rights to dividends or other rights as a shareholder with respect to any such Shares, until and after such Shares have been actually issued to the Participant and transferred on the books and records of the Company or its agent in accordance with the terms of the Plan and this Agreement.
8. | Detrimental Activity. |
(a) Notwithstanding any other provisions of this Agreement to the contrary, if at any time prior to the delivery of Shares with respect to the Restricted Stock Units, the Participant engages in Detrimental Activity, such Restricted Stock Units shall be cancelled and rescinded without any payment or consideration therefor. The determination of whether the Participant has engaged in Detrimental Activity shall be made by the Committee in its good faith discretion, and lapse of the Period of Restriction and delivery of Shares with respect to the Restricted Stock Units shall be suspended pending resolution to the Committee’s satisfaction of any investigation of the matter.
(b) For purposes of this Agreement, “Detrimental Activity” means at any time (i) using information received during the Participant’s membership on the Board relating to the business affairs of the Company or any of its Subsidiaries or Affiliates, in breach of the Participant’s express or implied undertaking to keep such information confidential; (ii) directly or indirectly persuading or attempting to persuade, by any means, any employee of the Company or any of its Subsidiaries or Affiliates to breach any of the terms of his or her employment with Company, its Subsidiaries or its Affiliates; (iii) directly or indirectly making any statement that is, or could be, disparaging of the Company or any of its Subsidiaries or Affiliates, or any of their respective employees (except to the extent necessary to respond truthfully to any inquiry from applicable regulatory authorities or to provide information pursuant to legal process); (iv) directly or indirectly engaging in any illegal, unethical or otherwise wrongful activity that is, or could be, substantially injurious to the financial condition, reputation or goodwill of the Company or any of its Subsidiaries or Affiliates; or (v) directly or indirectly engaging in an act of misconduct such as, embezzlement, fraud, dishonesty, nonpayment of any obligation owed to the Company or any of its Subsidiaries or Affiliates, breach of fiduciary duty or disregard or violation of rules, policies or procedures of the Company or any of its Subsidiaries or Affiliates, an unauthorized disclosure of any trade secret or confidential information of the Company or any of its Subsidiaries or Affiliates, any conduct constituting unfair competition, or inducing any customer to breach a contract with the Company or any of its Subsidiaries or Affiliates, in each case as determined by the Committee in its good faith discretion.
9. | The Plan. |
In consideration for this grant, the Participant agrees to comply with the terms of the Plan and this Agreement. This Agreement is subject to all the terms, provisions and conditions of the Plan, which are incorporated herein by reference, and to such regulations as may from time to time be adopted by the Committee. In the event of any conflict between the provisions of the Plan and this Agreement, the provisions of the Plan shall control, and this Agreement shall be deemed to be modified accordingly. The Plan and the prospectus describing the Plan can be found on Fidelity NetBenefits® at www.netbenefits.com under Plan Information and Documents. A paper copy of the Plan and the prospectus shall be provided to the Participant upon the Participant’s written request to the Company at First American Financial Corporation, 1 First American Way, Santa Ana, California 92707, Attention: Incentive Compensation Plan Administrator, or such other address as the Company may from time to time specify.
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10. | Compliance with Laws and Regulations. |
(a) The Restricted Stock Units and the obligation of the Company to sell and deliver Shares hereunder shall be subject in all respects to (i) all applicable Federal and state laws, rules and regulations and (ii) any registration, qualification, approvals or other requirements imposed by any government or regulatory agency or body which the Committee shall, in its discretion, determine to be necessary or applicable. Moreover, the Company shall not deliver any certificates for Shares to the Participant or any other person pursuant to this Agreement if doing so would be contrary to applicable law. If at any time the Company determines, in its discretion, that the listing, registration or qualification of Shares upon any national securities exchange or under any state or Federal law, or the consent or approval of any governmental regulatory body, is necessary or desirable, the Company shall not be required to deliver any certificates for Shares to the Participant or any other person pursuant to this Agreement unless and until such listing, registration, qualification, consent or approval has been effected or obtained, or otherwise provided for, free of any conditions not acceptable to the Company.
(b) It is intended that the Shares received in respect of the Restricted Stock Units shall have been registered under the Securities Act. If the Participant is an “affiliate” of the Company, as that term is defined in Rule 144 under the Securities Act (“Rule 144”), the Participant may not sell the Shares received except in compliance with Rule 144. Certificates representing Shares issued to an “affiliate” of the Company may bear a legend setting forth such restrictions on the disposition or transfer of the Shares as the Company deems appropriate to comply with Federal and state securities laws.
(c) If, at any time, the Shares are not registered under the Securities Act, and/or there is no current prospectus in effect under the Securities Act with respect to the Shares, the Participant shall execute, prior to the delivery of any Shares to the Participant by the Company pursuant to this Agreement, an agreement (in such form as the Company may specify) in which the Participant represents and warrants that the Participant is purchasing or acquiring the shares acquired under this Agreement for the Participant’s own account, for investment only and not with a view to the resale or distribution thereof, and represents and agrees that any subsequent offer for sale or distribution of any kind of such Shares shall be made only pursuant to either (i) a registration statement on an appropriate form under the Securities Act, which registration statement has become effective and is current with regard to the Shares being offered or sold, or (ii) a specific exemption from the registration requirements of the Securities Act, but in claiming such exemption the Participant shall, prior to any offer for sale of such Shares, obtain a prior favorable written opinion, in form and substance satisfactory to the Company, from counsel for or approved by the Company, as to the applicability of such exemption thereto.
11. | Notices. |
All notices by the Participant or the Participant’s assignees shall be addressed to First American Financial Corporation, 1 First American Way, Santa Ana, California 92707, Attention: Incentive Compensation Plan Administrator, or such other address as the Company may from time to time specify. All notices to the Participant shall be addressed to the Participant at the Participant’s address in the Company’s records.
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12. | Severability. |
In the event any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining parts of this Agreement, and this Agreement shall be construed and enforced as if the illegal or invalid provision had not been included.
FIRST AMERICAN FINANCIAL CORPORATION | ||
By: |
| |
Name: | Parker S. Kennedy | |
Title: | Executive Chairman | |
Date: | [Grant Date] |
Acknowledged and agreed as of the Date of Grant:
Printed Name: | [Participant Name] | |
Date: | [Acceptance Date] | |
[NOTE: GRANT WILL BE ACCEPTED ELECTRONICALLY] |
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This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/27/12 | |||
For Period end: | 12/31/11 | 11-K, ARS | ||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/21/24 First American Financial Corp. 10-K 12/31/23 153:30M Donnelley … Solutions/FA 2/15/23 First American Financial Corp. 10-K 12/31/22 156:40M Donnelley … Solutions/FA 2/17/22 First American Financial Corp. 10-K 12/31/21 159:26M ActiveDisclosure/FA 2/17/21 First American Financial Corp. 10-K 12/31/20 158:28M ActiveDisclosure/FA 3/08/13 SEC UPLOAD¶ 10/18/17 1:36K First American Financial Corp. 11/28/12 SEC UPLOAD¶ 10/18/17 1:155K First American Financial Corp. |