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)
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Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
| EVP, Chief Legal Officer |
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3. Date of Earliest Transaction
(Month/Day/Year)
10/28/2014
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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 |
| FNF Group Common Stock |
10/28/2014 |
|
F |
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8,734 |
D |
$29.36
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168,560.8684
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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 |
10/29/2014 |
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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,
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 _________
day of ____________________, 2014.
____________________________
/s/ Peter T. Sadowski
