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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
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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*
PARK ANTHONY
(Last) (First) (Middle)
601 RIVERSIDE AVENUE
(Street)
JACKSONVILLE FL 32204
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Fidelity National Financial, Inc. [ FNF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/30/2014 J(1) V 476.76 D $0 0 I 401(k) Account
FNF Group Common Stock 06/30/2014 J(1) V 476.76 A $0 479.49(2) I 401(k) account
FNFV Group Common Stock 06/30/2014 J(1) V 158.9041 A $0 158.9041 I 401(k) account
Common Stock 06/30/2014 J(3) V 56,115 D $0 97,959.2703 D
FNF Group Common Stock 06/30/2014 J(3) V 66,803 A $0 66,803 D
Common Stock 06/30/2014 J(1) V 97,959.2703 D $0 0 D
FNF Group Common Stock 06/30/2014 J(1) V 97,959 A $0 164,762 D
FNFV Group Common Stock 06/30/2014 J(1) V 32,649 A $0 32,649 D
Common Stock 06/30/2014 J(1) V 154,650 D $0 0 I Park Family Trust
FNF Group Common Stock 06/30/2014 J(1) V 154,650 A $0 154,650 I Park Family Trust
FNFV Group Common Stock 06/30/2014 J(1) V 51,544 A $0 51,544 I Park Family Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock (right to purchase) $13.64 06/30/2014 J(4) V 48,333 (5) 11/08/2015 Common Stock 48,333 $0 0 D
Common Stock (right to purchase) $14.06 06/30/2014 J(4) V 30,000 (6) 11/23/2016 Common Stock 30,000 $0 0 D
Common Stock (right to purchase) $22.59 06/30/2014 J(4) V 20,460 (7) 11/08/2019 Common Stock 20,460 $0 0 D
Common Stock (right to purchase) $27.9 06/30/2014 J(4) V 100,209 (8) 11/21/2020 Common Stock 100,209 $0 0 D
FNF Group Stock Option (right To Purchase) $11.85 06/30/2014 J(4) V 55,651 (5) 11/08/2015 FNF Group Common Stock 55,651 $0 55,651 D
FNF Group Stock Option (right To Purchase) $12.22 06/30/2014 J(4) V 34,542 (6) 11/23/2016 FNF Group Common Stock 34,542 $0 34,542 D
FNF Group Stock Option (right To Purchase) $19.62 06/30/2014 J(4) V 23,558 (7) 11/08/2019 FNF Group Common Stock 23,558 $0 23,558 D
FNF Group Stock Option (right To Purchase) $24.24 06/30/2014 J(4) V 115,383 (8) 11/21/2020 FNF Group Common Stock 115,383 $0 115,383 D
Explanation of Responses:
1. Pursuant to a reclassification exempt under Rule 16b-7, restricted shares of Old FNF common stock outstanding on June 30, 2014 were reclassified into an equal number of restricted shares of FNF Group common stock, plus an additional number of restricted shares of FNF Group common stock with an initial value equal to the value of the FNFV Group common stock the holder would have otherwise received. The number of additional shares of FNF Group common stock was determined using the volume weighted average prices of FNF Group common stock and FNFV Group common stock over the three trading days immediately following the reclassification. Restricted stock awards were rounded down to the nearest share and cash was issued in lieu of fractional restricted shares.
2. Amount adjusted to reflect changes in the reporting person's holdings through the registrant's 401(k) Plan.
3. Pursuant to a reclassification exempt under Rule 16b-7, shares of FNF common stock outstanding on June 30, 2014 (the "Old FNF common stock") were reclassified into one share of FNF Group common stock and 0.3333 shares of FNFV Group common stock. Cash was issued in lieu of fractional shares of FNF Group or FNFV Group common stock.
4. Pursuant to a reclassification exempt under Rule 16b-7, stock options to purchase shares of Old FNF common stock outstanding on June 30, 2014 were reclassified into stock options to purchase shares of FNF Group common stock. The number of shares and exercise prices of the stock option awards were adjusted to preserve their pre-reclassification intrinsic value using (i) the volume weighted average price of Old FNF common stock over the three trading days immediately preceding the reclassification, and (ii) the volume weighted average price of FNF Group common stock over the three days immediately following the reclassification. Stock options were rounded down to the nearest share and up to the nearest penny, and cash was issued in lieu of options to purchase fractional shares.
5. The option vests in four equal annual installments beginning November 8, 2008.
6. The option vests in three equal annual installments beginning on November 23, 2010.
7. The option vests in three equal annual installments beginning November 8, 2013.
8. The options vest in three equal annual installments beginning November 21, 2014.
/s/ Michael L. Gravelle, as attorney-in-fact 09/10/2014
** 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,
Colleen Haley 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(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 15th
 day of August, 2014.
							____________________________

/s/ Anthony J. Park