Fidelity National Financial, INC. 8-K Filing

Ticker: FNF · Form: 8-K · Filed: Dec 18, 2025 · CIK: 1331875

Sentiment: neutral

Filing Stats: 753 words · 3 min read · ~3 pages · Grade level 10.6 · Accepted 2025-12-18 16:18:01

Key Financial Figures

Filing Documents

01. Other Events

Item 8.01. Other Events On December 18, 2025, Fidelity National Financial, Inc. (the "Company" or "FNF") issued a press release announcing that it had determined the final distribution ratio relating to its previously announced special stock distribution (the "Distribution") to FNF shareholders. The Distribution will consist of 16,280,204 shares of common stock of F&G Annuities & Life, Inc. ("F&G") owned by FNF, representing approximately 12% of the outstanding shares of F&G common stock. The Distribution will be made on December 31, 2025 (the "Distribution Date") to FNF shareholders of record as of 4:30 p.m. ET on December 17, 2025 (the "Record Date"). The Distribution will consist of a pro rata common stock distribution to each FNF shareholder of record as of the Record Date. As of the Record Date, FNF had 271,336,723 shares of its common stock, par value $0.0001 per share, outstanding. Based on such number, FNF shareholders will receive six shares of F&G common stock for every 100 shares of FNF common stock held as of the Record Date. No fractional shares of F&G common stock will be distributed. Instead, FNF shareholders will receive cash in lieu of any fraction of a share of F&G common stock that they otherwise would have received. The Distribution of F&G common stock, and any cash in lieu of fractional shares, will be structured as a taxable distribution that is expected to be treated as a dividend to FNF shareholders for U.S. federal income tax purposes. The foregoing description of the press release announcing the Distribution Ratio is only a summary and is qualified in its entirety by reference to the full text of the press release, a copy of which is filed as Exhibit 99.1 and is incorporated by reference into this Item 8.01. In connection with the Distribution, FNF expects to distribute a final information statement (the "Information Statement") to FNF shareholders of record as of the Record Date on or about December 18, 2025. The Information St

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit Description 99.1 Press release , d ated December 18, 202 5. 99.2 Information Statement, dated December 18, 2025 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Fidelity National Financial, Inc. Date: December 18, 2025 By: /s/ Michael L. Gravelle Name: Michael L. Gravelle Title: Executive Vice President, General Counsel and Corporate Secretary

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