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Compiled from SEC Form N-PX filings and FIRST AMERICAN FINANCIAL CORP.’s Form 8-K, filed May 28, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of May 21, 2024: 3 items on FIRST AMERICAN FINANCIAL CORP.’s Form 8-K, filed May 28, 2024: 3 elected.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore FIRST AMERICAN FINANCIAL CORP. in the interactive database Compare manager voting policies
These tallies are FIRST AMERICAN FINANCIAL CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 28, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Dennis J. Gilmore | 79,724,534 | 9,062,933 | 51,707 | -- | 9,092,124 | 90% | Elected | — |
| Elect Director: Margaret M. McCarthy | 75,020,228 | 13,631,242 | 187,704 | -- | 9,092,124 | 85% | Elected | — |
| Elect Director: Martha B. Wyrsch | 79,725,692 | 8,932,438 | 181,043 | -- | 9,092,124 | 90% | Elected | — |
Source: FIRST AMERICAN FINANCIAL CORP., Form 8-K, filed with the SEC on May 28, 2024 — read the filing on EDGAR.
Each item below shows how the 417 asset managers that disclosed a FIRST AMERICAN FINANCIAL CORP. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of FIRST AMERICAN FINANCIAL CORP.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Combines 5 wordings of this item as funds reported it.
90% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: Dennis J. Gilmore
FIRST AMERICAN FINANCIAL CORP.’s own tally for this item (“Elect Director: Dennis J. Gilmore”): 79,724,534 for, 9,062,933 against, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “All Class II director nominees were elected.”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 40,857,396 for, 4,994,176 against, 21,418 abstained, 6 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 10,472,855 | 0 | 0 | 0 | For |
| Fidelity | 9,937,173 | 0 | 0 | 0 | For |
| BlackRock | 5,704,379 | 0 | 0 | 0 | For |
| John Hancock | 181,066 | 2,788,775 | 0 | 0 | Mixed |
| Dimensional | 2,566,359 | 0 | 0 | 0 | For |
| T. Rowe Price | 184,597 | 1,568,260 | 0 | 0 | Mixed |
| Victory Capital | 1,578,208 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 1,383,756 | 0 | 0 | 0 | For |
| Charles Schwab | 1,092,108 | 0 | 0 | 0 | For |
| State Street | 956,407 | 307 | 0 | 0 | For |
| Waddell & Reed | 585,272 | 0 | 0 | 0 | For |
| Calvert | 435,974 | 0 | 0 | 0 | For |
| Invesco | 434,962 | 0 | 0 | 0 | For |
| WisdomTree | 387,070 | 0 | 0 | 0 | For |
| Principal | 360,788 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 323,639 | 0 | 0 | 0 | For |
| Natixis | 316,421 | 0 | 0 | 0 | For |
| Jackson National | 308,093 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 248,955 | 0 | 0 | 0 | For |
| Northern Trust | 240,554 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,686 | 220,249 | 0 | 0 | Against |
| TIAA | 222,167 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 213,264 | 0 | 0 | 0 | For |
| Allspring | 206,314 | 0 | 0 | 0 | For |
| Equitable | 50,057 | 130,489 | 0 | 0 | Mixed |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 6 wordings of this item as funds reported it.
85% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: Margaret M. McCarthy
FIRST AMERICAN FINANCIAL CORP.’s own tally for this item (“Elect Director: Margaret M. McCarthy”): 75,020,228 for, 13,631,242 against, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “All Class II director nominees were elected.”
Support: 85% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 39,177,749 for, 6,673,823 against, 21,418 abstained, 6 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 10,472,855 | 0 | 0 | 0 | For |
| Fidelity | 9,937,173 | 0 | 0 | 0 | For |
| BlackRock | 5,704,379 | 0 | 0 | 0 | For |
| John Hancock | 181,066 | 2,788,775 | 0 | 0 | Mixed |
| Dimensional | 2,566,359 | 0 | 0 | 0 | For |
| T. Rowe Price | 184,597 | 1,568,260 | 0 | 0 | Mixed |
| Victory Capital | 1,578,208 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 1,383,756 | 0 | 0 | 0 | For |
| Charles Schwab | 1,092,108 | 0 | 0 | 0 | For |
| State Street | 956,381 | 333 | 0 | 0 | For |
| Waddell & Reed | 585,272 | 0 | 0 | 0 | For |
| Calvert | 0 | 435,974 | 0 | 0 | Against |
| Invesco | 0 | 434,962 | 0 | 0 | Against |
| WisdomTree | 387,070 | 0 | 0 | 0 | For |
| Principal | 302,787 | 58,001 | 0 | 0 | Mixed |
| HEARTLAND GROUP INC | 0 | 323,639 | 0 | 0 | Against |
| Natixis | 314,820 | 1,601 | 0 | 0 | For |
| Jackson National | 308,093 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 0 | 248,955 | 0 | 0 | Against |
| Northern Trust | 240,554 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,686 | 220,249 | 0 | 0 | Against |
| TIAA | 222,167 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 213,264 | 0 | 0 | 0 | For |
| Allspring | 206,314 | 0 | 0 | 0 | For |
| Equitable | 50,057 | 130,489 | 0 | 0 | Mixed |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 5 wordings of this item as funds reported it.
90% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: Martha B. Wyrsch
FIRST AMERICAN FINANCIAL CORP.’s own tally for this item (“Elect Director: Martha B. Wyrsch”): 79,725,692 for, 8,932,438 against, per its Form 8-K filed May 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “All Class II director nominees were elected.”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 107 asset managers below reported 40,476,503 for, 5,375,069 against, 21,418 abstained, 6 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 10,472,855 | 0 | 0 | 0 | For |
| Fidelity | 9,937,173 | 0 | 0 | 0 | For |
| BlackRock | 5,704,379 | 0 | 0 | 0 | For |
| John Hancock | 181,066 | 2,788,775 | 0 | 0 | Mixed |
| Dimensional | 2,566,359 | 0 | 0 | 0 | For |
| T. Rowe Price | 184,597 | 1,568,260 | 0 | 0 | Mixed |
| Victory Capital | 1,578,208 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 1,383,756 | 0 | 0 | 0 | For |
| Charles Schwab | 1,092,108 | 0 | 0 | 0 | For |
| State Street | 956,381 | 333 | 0 | 0 | For |
| Waddell & Reed | 585,272 | 0 | 0 | 0 | For |
| Calvert | 0 | 435,974 | 0 | 0 | Against |
| Invesco | 434,962 | 0 | 0 | 0 | For |
| WisdomTree | 387,070 | 0 | 0 | 0 | For |
| Principal | 360,788 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 323,639 | 0 | 0 | 0 | For |
| Natixis | 316,421 | 0 | 0 | 0 | For |
| Jackson National | 308,093 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 248,955 | 0 | 0 | 0 | For |
| Northern Trust | 240,554 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,686 | 220,249 | 0 | 0 | Against |
| TIAA | 222,167 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 213,264 | 0 | 0 | 0 | For |
| Allspring | 206,314 | 0 | 0 | 0 | For |
| Equitable | 50,057 | 130,489 | 0 | 0 | Mixed |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Combines 5 wordings of this item as funds reported it.
97% Fund and manager reports combined; may count the same shares twice · no official result
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 10,472,855 | 0 | 0 | 0 | For |
| Fidelity | 9,937,173 | 0 | 0 | 0 | For |
| BlackRock | 5,704,379 | 0 | 0 | 0 | For |
| John Hancock | 2,969,841 | 0 | 0 | 0 | For |
| Dimensional | 2,566,359 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,752,857 | 0 | 0 | 0 | For |
| Victory Capital | 1,578,208 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 1,383,756 | 0 | 0 | 0 | For |
| Charles Schwab | 1,092,108 | 0 | 0 | 0 | For |
| State Street | 956,381 | 333 | 0 | 0 | For |
| Waddell & Reed | 585,272 | 0 | 0 | 0 | For |
| Calvert | 0 | 435,974 | 0 | 0 | Against |
| Invesco | 434,962 | 0 | 0 | 0 | For |
| WisdomTree | 387,070 | 0 | 0 | 0 | For |
| Principal | 360,788 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 323,639 | 0 | 0 | 0 | For |
| Natixis | 316,421 | 0 | 0 | 0 | For |
| Jackson National | 308,093 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 248,955 | 0 | 0 | 0 | For |
| Northern Trust | 240,554 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 227,935 | 0 | 0 | 0 | For |
| TIAA | 222,167 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 213,264 | 0 | 0 | 0 | For |
| Allspring | 206,314 | 0 | 0 | 0 | For |
| Equitable | 180,546 | 0 | 0 | 0 | For |
Fund voting reports, all 107 managers: 45,138,495 for, 665,016 against, 21,418 abstained, 6 unknown. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,112,852 | 0 | 0 | 0 | For |
| HG Vora Capital Management, LLC | 6,204,000 | 0 | 0 | 0 | For |
| BlackRock | 3,345,492 | 14,084 | 0 | 0 | For |
| T. Rowe Price | 3,237,409 | 0 | 0 | 0 | For |
| Victory Capital | 2,134,128 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,604,292 | 0 | 0 | 0 | For |
| ARIEL INVESTMENTS, LLC | 1,532,832 | 0 | 0 | 0 | For |
| Man Group plc | 1,172,680 | 0 | 0 | 0 | For |
| VAUGHAN NELSON INVESTMENT MANAGEMENT, L.P. | 1,107,935 | 0 | 0 | 0 | For |
| Charles Schwab | 1,094,136 | 0 | 0 | 0 | For |
| State Street | 991,536 | 0 | 0 | 0 | For |
| ANCHOR CAPITAL ADVISORS LLC | 0 | 929,890 | 0 | 0 | Against |
| Northern Trust | 927,538 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 902,644 | 0 | 0 | 0 | For |
| Ensemble Capital Management, LLC | 851,820 | 0 | 0 | 0 | For |
| Polar Capital Holdings Plc | 675,000 | 0 | 0 | 0 | For |
| MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST | 585,485 | 0 | 0 | 0 | For |
| DEPRINCE RACE & ZOLLO INC | 539,646 | 0 | 0 | 0 | For |
| PICTET ASSET MANAGEMENT SA | 508,726 | 0 | 0 | 0 | For |
| Invesco | 502,909 | 0 | 0 | 0 | For |
| Dimensional | 501,849 | 0 | 0 | 0 | For |
| Calvert | 0 | 445,141 | 0 | 0 | Against |
| REINHART PARTNERS, LLC. | 403,445 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 390,193 | 0 | 0 | 0 | For |
| HEARTLAND ADVISORS INC | 369,050 | 0 | 0 | 0 | For |
Institutional-manager reports, all 335 managers: 47,329,057 for, 2,318,664 against, 77 abstained, 12,029 not voted, 1,043 unknown. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.9% of fund votes cast · no official result
Description as filed by funds: To ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.
The 107 asset managers below reported 45,790,388 for, 13,123 against, 21,418 abstained, 6 unknown. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 10,472,855 | 0 | 0 | 0 | For |
| Fidelity | 9,937,173 | 0 | 0 | 0 | For |
| BlackRock | 5,704,379 | 0 | 0 | 0 | For |
| John Hancock | 2,969,841 | 0 | 0 | 0 | For |
| Dimensional | 2,566,359 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,752,857 | 0 | 0 | 0 | For |
| Victory Capital | 1,578,208 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 1,383,756 | 0 | 0 | 0 | For |
| Charles Schwab | 1,092,108 | 0 | 0 | 0 | For |
| State Street | 956,595 | 119 | 0 | 0 | For |
| Waddell & Reed | 585,272 | 0 | 0 | 0 | For |
| Calvert | 435,974 | 0 | 0 | 0 | For |
| Invesco | 434,962 | 0 | 0 | 0 | For |
| WisdomTree | 387,070 | 0 | 0 | 0 | For |
| Principal | 360,788 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 323,639 | 0 | 0 | 0 | For |
| Natixis | 316,421 | 0 | 0 | 0 | For |
| Jackson National | 308,093 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 248,955 | 0 | 0 | 0 | For |
| Northern Trust | 240,554 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 227,935 | 0 | 0 | 0 | For |
| TIAA | 222,167 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 213,264 | 0 | 0 | 0 | For |
| Allspring | 206,314 | 0 | 0 | 0 | For |
| Equitable | 180,546 | 0 | 0 | 0 | For |
Showing the 25 largest of 107 asset managers. See all 107 in the interactive database.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 103,700,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 10.10% |
| 2 | Fidelity | 9.58% |
| 3 | BlackRock | 5.50% |
| 4 | John Hancock | 2.86% |
| 5 | Dimensional | 2.47% |
| 6 | T. Rowe Price | 1.69% |
| 7 | Victory Capital | 1.52% |
| 8 | ARIEL INVESTMENT TRUST | 1.33% |
| 9 | Charles Schwab | 1.05% |
| 10 | State Street | 0.92% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 8.79% |
| 2 | HG Vora Capital Management, LLC | 5.98% |
| 3 | BlackRock | 3.24% |
| 4 | T. Rowe Price | 3.12% |
| 5 | Victory Capital | 2.06% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 1.55% |
| 7 | ARIEL INVESTMENTS, LLC | 1.48% |
| 8 | Man Group plc | 1.13% |
| 9 | VAUGHAN NELSON INVESTMENT MANAGEMENT, L.P. | 1.07% |
| 10 | Charles Schwab | 1.07% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Vanguard Group | 9.90% | 13F |
| BlackRock | 8.91% | 13F |
| FMR (Fidelity) | 8.83% | 13F |
| State Street | 3.21% | 13F |
| Dimensional Fund Advisors | 3.02% | 13F |
| Geode Capital | 1.59% | 13F |
| Morgan Stanley | 1.53% | 13F |
| BNY Mellon | 1.16% | 13F |
| Millennium Management | 1.16% | 13F |
| Charles Schwab | 1.05% | 13F |
Percentages above are of 103,700,000 shares outstanding, as reported by FIRST AMERICAN FINANCIAL CORP. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from FIRST AMERICAN FINANCIAL CORP.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At FIRST AMERICAN FINANCIAL CORP.'s shareholder meeting held May 21, 2024, in the 2023-2024 proxy season, 417 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,692 separate fund positions. Their filings are grouped here into 5 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. FIRST AMERICAN FINANCIAL CORP.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Advisory vote to approve executive compensation. — the reporting funds and managers cast 97% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.
FIRST AMERICAN FINANCIAL CORP. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
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