SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Fidelity National Financial, Inc.
[ FNF ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year)
01/02/2014
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
01/02/2014 |
|
A |
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2,468 |
A |
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1,208,548 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
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/s/ Michael L. Gravelle, as attorney-in-fact |
01/06/2014 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes
and appoints Michael Gravelle, Anthony Park, Christie Simpson or
Carol Nairn, signing singly, the undersigned?s true and lawful
attorney in fact to:
(1) execute for and on behalf of the undersigned, in the
undersigned?s capacity as an officer and/or director of Fidelity
National Financial, Inc. (the ?Company?), a Form 3 (Initial Statement
of Beneficial Ownership of Securities), Form 4 (Statement of
Changes in Beneficial Ownership), and/or Form 5 (Annual Statement
of Changes in Beneficial Ownership), in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder;
(2) do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to complete
and execute such Form 4 report(s) and to timely file such Form(s)
with the United States Securities and Exchange Commission and
any stock exchange or similar authority; and
(3) 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, in the best interest
of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney in fact on behalf
of the undersigned 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 undersigned hereby grants to 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 undersigned 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 undersigned acknowledges that the foregoing
attorney in fact, in serving in such capacity at the request
of the undersigned, is not assuming, nor is the Company
assuming, any of the undersigned?s responsibility to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect
until revoked by the undersigned in a signed writing delivered
to the foregoing attorney in fact.
IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 22nd day of August, 2013.
____________________________
/s/ Frank P. Willey
