Fidelity National Financial, Inc. (NYSE:FNF) Q4 2022 Earnings Conference Call February 23, 2023 11:00 AM ET Company Participants Lisa Foxworthy-Parker - Investor Relations Mike Nolan - Chief Executive Officer Tony Park - Chief Financial Officer Chris Blunt - Chief Executive Officer, F&G Wendy Young - Chief Financial Officer, F&G Conference Call Participants Bose George - KBW Mark DeVries - Barclays Andrew Kligerman - Credit Suisse John Campbell - Stephens Inc. Mark Hughes - Truist Operator Ladies and gentle ...

Fidelity National Financial, Inc. (NYSE:FNF) Q3 2022 Earnings Conference Call November 9, 2022 11:00 AM ET Company Participants Lisa Foxworthy-Parker - Senior Vice President Investor & External Relations Mike Nolan - Chief Executive Officer Chris Blunt - Chief Executive Officer, F&G Wendy Young - Chief Financial Officer, F&G Tony Park - Chief Financial Officer Conference Call Participants Mark DeVries - Barclays Mark Hughes - Truist Securities Bose George - KBW Andrew Kligerman - Credit Suisse John Campbell ...

PART I. FINANCIAL INFORMATION This section presents the company's unaudited condensed consolidated financial statements and management's discussion and analysis [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements and related notes for the period [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's financial position, detailing assets, liabilities, and equity Condensed Consolidated Balance Sheet Highlights (in millions) | Account | Sep 30, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$62,164** | **$60,690** | | Total Investments | $42,820 | $42,775 | | Cash and cash equivalents | $2,474 | $4,360 | | Goodwill | $4,609 | $4,539 | | **Total Liabilities** | **$56,365** | **$51,233** | | Contractholder funds | $39,127 | $35,525 | | Notes payable | $2,693 | $3,096 | | **Total Equity** | **$5,799** | **$9,457** | - Total assets increased to **$62.2 billion** from **$60.7 billion** at year-end 2021, primarily driven by an increase in contractholder funds liabilities, which rose to **$39.1 billion** from **$35.5 billion**[11](index=11&type=chunk) - Total equity decreased significantly to **$5.8 billion** from **$9.5 billion**, largely due to a swing in Accumulated other comprehensive earnings from a gain of $779 million to a loss of $(3,186) million[11](index=11&type=chunk) [Condensed Consolidated Statements of Earnings](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Earnings) This section outlines the company's financial performance, including revenues, expenses, net earnings, and diluted EPS Consolidated Earnings Summary (in millions, except per share data) | Metric | Q3 2022 | Q3 2021 | YTD 2022 | YTD 2021 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | **$3,207** | **$3,892** | **$9,003** | **$10,846** | | Total Expenses | $2,798 | $2,966 | $7,504 | $8,450 | | Net Earnings | $294 | $737 | $1,081 | $1,903 | | **Diluted EPS** | **$1.05** | **$2.57** | **$3.83** | **$6.56** | - Total revenues for Q3 2022 decreased to **$3.2 billion** from **$3.9 billion** in Q3 2021, primarily due to lower title insurance premiums and net recognized investment losses[13](index=13&type=chunk) - Net earnings attributable to common shareholders fell to **$289 million** in Q3 2022 from **$732 million** in Q3 2021 For the nine months ended September 30, net earnings decreased to **$1.07 billion** in 2022 from **$1.89 billion** in 2021[13](index=13&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section details the company's cash inflows and outflows from operating, investing, and financing activities Consolidated Cash Flow Summary (in millions) | Cash Flow Activity | Nine Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $2,977 | $2,600 | | Net cash used in investing activities | $(7,890) | $(4,863) | | Net cash provided by financing activities | $3,027 | $4,692 | | **Net (decrease) increase in cash** | **$(1,886)** | **$2,429** | - Cash from operations increased to **$3.0 billion** for the first nine months of 2022, up from **$2.6 billion** in the prior-year period[21](index=21&type=chunk) - Cash used in investing activities increased significantly to **$7.9 billion**, primarily due to higher net purchases of investment securities compared to the same period in 2021[21](index=21&type=chunk) - Cash provided by financing activities decreased to **$3.0 billion** from **$4.7 billion**, mainly due to debt repayments in 2022 versus a debt offering in 2021 and lower net change in secured trust deposits[21](index=21&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of accounting policies, financial components, and recent business developments - On August 9, 2022, FNF acquired approximately **74%** of AllFirst Title Insurance Agency for about **$127 million** in cash[26](index=26&type=chunk) - The company plans a taxable dividend to shareholders of **15%** of F&G's common stock, targeted for completion in Q4 2022, while intending to retain an approximate 85% ownership stake[30](index=30&type=chunk) - The company repaid the remaining **$400 million** principal of its 5.50% Senior Notes on September 1, 2022[25](index=25&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=54&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses key business trends, segment operating results, liquidity, capital resources, and share repurchase activities [Business Trends and Conditions](index=54&type=section&id=Business%20Trends%20and%20Conditions) This section analyzes business trends, including rising mortgage rates impacting Title and market volatility affecting F&G - The Mortgage Bankers Association (MBA) forecasts total U.S. mortgage originations to fall from **$4.4 trillion** in 2021 to **$2.3 trillion** in 2022, driven by a sharp decline in refinance transactions from **$2.5 trillion** to **$0.7 trillion**[211](index=211&type=chunk) - The Federal Reserve's aggressive interest rate hikes to combat inflation have pushed the average 30-year fixed mortgage rate to **5.6%** in Q3 2022, compared to **2.9%** in Q3 2021[212](index=212&type=chunk) - The aging U.S. population is a key long-term driver for the F&G segment, with the proportion of the population over 65 expected to grow from **17%** in 2021 to **21%** in 2035, increasing demand for retirement products[224](index=224&type=chunk) [Results of Operations](index=57&type=section&id=Results%20of%20Operations) Consolidated revenues and net earnings declined, with detailed segment performance for Title, F&G, and Corporate and Other Title Segment Key Metrics | Metric | Q3 2022 | Q3 2021 | YTD 2022 | YTD 2021 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues (in millions) | $2,291 | $2,921 | $7,228 | $8,436 | | Pre-tax Earnings (in millions) | $335 | $486 | $851 | $1,569 | | Direct Orders Closed (thousands) | 278 | 527 | 1,006 | 1,692 | | Fee per File | $3,621 | $2,581 | $3,323 | $2,310 | F&G Segment Key Metrics (in millions) | Metric | Q3 2022 | Q3 2021 | YTD 2022 | YTD 2021 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $902 | $927 | $1,717 | $2,268 | | Net Earnings | $115 | $373 | $581 | $744 | | Total Gross Sales | $2,873 | $3,076 | $8,535 | $7,397 | - The Title segment's direct closed orders fell **47%** YoY in Q3 2022, with refinance orders declining more sharply than purchase orders However, the average fee per file increased by **40%** due to a higher mix of commercial and purchase transactions[239](index=239&type=chunk)[244](index=244&type=chunk)[246](index=246&type=chunk) [Liquidity and Capital Resources](index=85&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintained strong liquidity, increased cash from operations, and continued its capital return program - The company had **$2.47 billion** in cash and cash equivalents and **$800 million** available under its Revolving Credit Facility as of September 30, 2022[354](index=354&type=chunk) - During the nine months ended September 30, 2022, FNF repurchased **12.4 million** shares of its common stock for approximately **$511 million**, at an average price of **$41.31** per share[365](index=365&type=chunk) - A cash dividend of **$0.45** per share was declared on November 3, 2022, payable on December 30, 2022[353](index=353&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=86&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) No material changes in market risks were reported compared to the prior annual report - No material changes in market risks were reported compared to the 2021 Annual Report on Form 10-K[370](index=370&type=chunk) [Item 4. Controls and Procedures](index=87&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective, with no material changes to internal control over financial reporting - The principal executive and financial officers concluded that disclosure controls and procedures are effective[371](index=371&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[372](index=372&type=chunk) PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, and required exhibits [Item 1. Legal Proceedings](index=88&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note F for details on ongoing legal proceedings and litigation matters - For details on legal proceedings, the report refers to Note F in Part I, Item 1 of the financial statements[375](index=375&type=chunk) [Item 1A. Risk Factors](index=88&type=section&id=Item%201A.%20Risk%20Factors) New risk factors are identified related to the proposed F&G distribution, including potential adverse impacts on earnings - The planned **15%** distribution of F&G common stock introduces new risks, including the inability to complete the transaction and potential adverse effects on business relationships and future earnings[376](index=376&type=chunk)[377](index=377&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=88&type=section&id=Item%202.%20Unregistered%20Sales%20Securities%20and%20Use%20of%20Proceeds) Details on common stock repurchases made under the authorized share repurchase program during the quarter Share Repurchases (Q3 2022) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Jul 2022 | 631,945 | $37.24 | | Aug 2022 | 2,000,000 | $39.93 | | Sep 2022 | 2,662,620 | $38.21 | | **Total** | **5,294,565** | **$38.74** | [Item 6. Exhibits](index=88&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including agreements, certifications, and XBRL data files - The report includes several exhibits, such as management agreements, CEO/CFO certifications, and XBRL interactive data files[380](index=380&type=chunk)[382](index=382&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-32630 FIDELITY NATIONAL FINANCIAL, INC. (Exact name of registrant as specified in its charter) Delaware 16-1725106 (State or other jurisdiction ...

Financial Data and Key Metrics Changes - Total revenue for the second quarter was $2.6 billion, a 7% decrease compared to the second quarter of 2021 [12][28] - Adjusted net earnings from continuing operations were $530 million or $1.90 per diluted share, compared to $593 million or $2.06 per share for the same period last year [29] - The Title segment generated $2.8 billion in total revenue, down from $3 billion in the second quarter of 2021 [30] - Adjusted pretax Title margin was 18.9%, down from 22.7% in the prior year quarter [31] Business Line Data and Key Metrics Changes - Title business revenue was $2.6 billion, reflecting strong performance despite slowing mortgage originations [8] - F&G generated total group sales of $3.1 billion, with retail sales up 34% year-over-year [19][16] - Direct premiums in the Title segment decreased by 5%, while agency premiums decreased by 4% [31] Market Data and Key Metrics Changes - Daily purchase orders closed were down 11% in the second quarter compared to the prior year [9] - Refinance orders opened per day were down 67% from the second quarter of 2021 [11] - Total commercial orders opened per day were down 8% from the second quarter of 2021 [11] Company Strategy and Development Direction - The company is focused on growing its Title business and market share, actively recruiting talent and looking for Title agency acquisitions [14] - Investments in technology are ongoing to maintain a market-leading position, with the inHere Experience Platform deployed to approximately 90% of residential operations [15] - F&G's growth strategy aims to double assets to $50 billion over five years through organic growth [16] Management's Comments on Operating Environment and Future Outlook - Management expects residential purchase demand to moderate in the second half of the year but still considers 2022 one of the strongest residential purchase markets in the last 15 years [10] - The company is well-positioned to navigate the current macro environment and benefit from rising interest rates [76] - Management remains optimistic about F&G's growth potential, projecting solid double-digit growth rates going forward [41] Other Important Information - The company ended the quarter with $1.6 billion in cash and short-term liquid investments, an increase of $100 million from the previous quarter [36] - F&G has filed its confidential Form 10 registration statement with the SEC for a partial spin-off, expected to close early in the fourth quarter [24] Q&A Session Summary Question: Can you talk about the commercial pipeline? - Management confirmed that total commercial orders were down 11% in July, with local orders falling more than national orders [40] Question: What is the outlook for F&G's growth? - F&G expects to maintain a solid double-digit growth rate and continue gaining market share [41] Question: How do you see the commercial fee per file changing? - Management anticipates a marginal increase in commercial fee per file in the second half compared to the first half [44] Question: What is the outlook for residential purchase orders? - Management noted a consistent decline in residential purchase orders, particularly in Western states [45] Question: How is the company positioned in the MYGA and FIA markets? - Management expressed confidence in their competitive position in both MYGA and FIA markets, emphasizing strong relationships with distribution partners [46] Question: What is the addressable market for title agency acquisitions? - Management indicated a sizable addressable market with over 20,000 independent title agents available for acquisition [65] Question: What is the remaining dividend capacity expectation for the second half? - Management expects over $400 million from regulated companies and a potentially lower amount from unregulated businesses [72]

Financial Data and Key Metrics Changes - Total revenue for Q1 2022 was $3.2 billion, marking the best first quarter in FNF history [7] - Net earnings were $397 million, down from $605 million in Q1 2021, primarily due to net recognized losses [34] - Adjusted net earnings from continuing operations were $388 million or $1.37 per diluted share, compared to $455 million or $1.56 per diluted share in Q1 2021 [35] Business Line Data and Key Metrics Changes - Title segment generated $2.4 billion in revenue, with adjusted pre-tax earnings of $437 million, a 15% decrease from the prior year [15][34] - F&G produced $748 million in revenue, with adjusted net earnings of $82 million, contributing 21% to adjusted earnings [20][35] - Total commercial revenue was $374 million, up from $257 million in the prior year, driven by a 7% increase in closed orders and a 35% increase in commercial fee per file [16] Market Data and Key Metrics Changes - Average 30-year fixed mortgage rates rose from approximately 3% at year-end to over 5% by the end of April [9] - Daily purchase orders opened were down 1% year-over-year for Q1 and down 6% for April [12][13] - Total commercial orders opened per day were higher by 6% over Q1 2021, indicating positive momentum [14] Company Strategy and Development Direction - The company plans to maintain its market-leading position through investments in technology and strategic acquisitions [18][20] - A dividend distribution of 15% ownership stake in F&G to FNF shareholders is expected to be completed in late Q3 or early Q4 2022 [8][22] - The company aims to navigate the rising interest rate environment by adjusting expenses to align with trends in opened and closed order volumes [17] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the commercial market, noting strong performance in industrial and multifamily asset classes [66] - The company anticipates a stable purchase market despite current declines, with expectations for a healthy commercial environment [56][67] - Management highlighted the importance of adapting to the macroeconomic environment and maintaining operational efficiency [84] Other Important Information - The company repurchased 2.75 million shares for a total of $134 million during Q1 [42] - F&G's assets under management reached $38.6 billion, with first-quarter sales rising by 57% year-over-year [20][24] - The company ended the quarter with $1.5 billion in cash and short-term liquid investments [41] Q&A Session Summary Question: Acceleration in sales in March and April - Management indicated that the sales increase was due to a combination of pricing actions and broader demand in the rising interest rate environment [44] Question: Stability of purchase orders - Management noted that purchase orders are expected to remain flat rather than increase, given the current interest rate trends [47] Question: Adjusted pre-tax margin decline - The decline in margin was attributed to increased personnel costs and a higher mix of agency revenue, with expectations for improved margins in the upcoming quarters [55][56] Question: Future earnings expectations for F&G - Management suggested that adjusted net earnings for F&G could average around $80 million to $90 million per quarter, with a focus on maintaining a 1% return on assets [61][64] Question: Trends in premiums and home price appreciation - Management acknowledged the possibility of flat premiums year-over-year despite volume declines, due to ongoing home price appreciation [69] Question: Expectations for interest income as rates increase - Management projected approximately $5 million in additional annual income for each 25 basis point increase in Fed funds, anticipating significant growth in investment income [70] Question: Commercial business outlook - Management expressed bullish sentiment on the commercial sector, noting strong order activity and a diverse range of asset classes driving momentum [66][67]

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) The unaudited condensed consolidated financial statements for Q1 2022 show total assets increased to **$60.9 billion**, while total equity decreased to **$8.1 billion** from **$9.5 billion** at year-end 2021, primarily due to a significant comprehensive loss, with total revenues slightly increasing to **$3.17 billion** from **$3.10 billion** in Q1 2021, but net earnings attributable to common shareholders significantly decreased to **$397 million** from **$605 million** year-over-year, driven by net recognized losses on investments [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2022, total assets slightly increased to **$60.86 billion**, while total liabilities rose to **$52.74 billion**, leading to a decrease in total equity from **$9.46 billion** to **$8.12 billion** Condensed Consolidated Balance Sheet Highlights (in millions) | Balance Sheet Item | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total Investments | $43,727 | $42,775 | | **Total Assets** | **$60,857** | **$60,690** | | Total Liabilities | $52,739 | $51,233 | | **Total Equity** | **$8,118** | **$9,457** | | Total Liabilities and Equity | $60,857 | $60,690 | [Condensed Consolidated Statements of Earnings](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Earnings) For Q1 2022, total revenues slightly increased to **$3.17 billion**, but a **$469 million** net recognized loss on investments, compared to a **$43 million** gain in Q1 2021, resulted in net earnings attributable to common shareholders decreasing to **$397 million**, or **$1.40 per diluted share**, from **$605 million**, or **$2.08 per diluted share**, in Q1 2021 Q1 Earnings Summary (in millions, except per share data) | Metric | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Total Revenues | $3,165 | $3,100 | | Recognized gains and losses, net | $(469) | $43 | | Total Expenses | $2,613 | $2,343 | | Net Earnings Attributable to FNF | $397 | $605 | | Diluted EPS | $1.40 | $2.08 | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities remained stable at **$667 million** in Q1 2022, while net cash used in investing activities significantly increased to **$3.41 billion** from **$1.06 billion**, primarily due to higher investment security purchases, leading to a **$1.57 billion** decrease in cash and cash equivalents during the quarter Cash Flow Summary (in millions) | Cash Flow Activity | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $667 | $665 | | Net Cash used in Investing Activities | $(3,414) | $(1,060) | | Net Cash from Financing Activities | $1,180 | $702 | | **Net (Decrease) Increase in Cash** | **$(1,567)** | **$307** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail business segments, accounting policies, and financial items, including the Board's approval to distribute **15%** of F&G's common stock to FNF shareholders and ongoing litigation against a subsidiary for which reserves are deemed adequate, with the Title segment's pre-tax earnings decreasing to **$249 million** from **$439 million** YoY - The company is a leading provider of title insurance, real estate/mortgage technology, and annuity/life insurance products through its F&G subsidiary[22](index=22&type=chunk) - On March 14, 2022, the Board approved a plan to distribute **15%** of F&G's common stock to FNF shareholders as a taxable dividend, targeted for late Q3 or early Q4 2022, with FNF intending to retain an **85%** ownership stake[24](index=24&type=chunk) - The company is defending against several lawsuits related to an alleged fraud scheme involving an escrow account at its subsidiary, Chicago Title, and management believes reserves are adequate based on settlements and analysis of remaining claims[32](index=32&type=chunk)[42](index=42&type=chunk)[43](index=43&type=chunk) Segment Pre-Tax Earnings (in millions) | Segment | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Title | $249 | $439 | | F&G | $341 | $356 | | Corporate and Other | $(38) | $(38) | | **Total** | **$552** | **$757** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=49&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the impact of rising interest rates on the Title segment, noting a significant decrease in refinance transactions partially offset by commercial market strength, while the F&G segment saw significant sales growth driven by new institutional channels, with consolidated net earnings declining due to mark-to-market losses on the investment portfolio, and the company maintaining a strong liquidity position and continuing its share repurchase program [Business Trends and Conditions](index=49&type=section&id=Business%20Trends%20and%20Conditions) The Title segment faces reduced refinance volumes due to rising mortgage rates, though purchase transactions are forecasted to slightly increase, while the commercial real estate market remains strong with record average fees per file, and the F&G segment benefits from an aging U.S. population driving demand for retirement products - The Mortgage Bankers Association forecasts a significant drop in residential refinance transactions in 2022 to **$0.8 trillion** from **$2.3 trillion** in 2021 due to rising interest rates[191](index=191&type=chunk) - The commercial real estate business experienced high volumes, with the average fee per file increasing to a first-quarter record of **$13,248** in Q1 2022, up from **$11,290** in Q1 2021[197](index=197&type=chunk) - The aging U.S. population, with over **10,000** people turning **65** daily over the next **15** years, is expected to drive demand for F&G's retirement savings and income products[206](index=206&type=chunk) [Results of Operations](index=52&type=section&id=Results%20of%20Operations) Consolidated revenues increased slightly to **$3.17 billion**, but pre-tax earnings fell to **$552 million** from **$757 million** YoY, primarily due to investment losses, with the Title segment's pre-tax earnings decreasing **43%** to **$249 million** as a **36%** drop in closed order volume offset a higher average fee per file, while the F&G segment's pre-tax earnings were stable at **$341 million**, with total sales growing **57%** to **$2.59 billion** - In the Title segment, closed orders from refinance transactions fell from **66%** of the total in Q1 2021 to **45%** in Q1 2022, while purchase transactions increased from **34%** to **55%**[222](index=222&type=chunk) - The average fee per file in direct title operations increased significantly to **$2,891** in Q1 2022 from **$1,944** in Q1 2021, reflecting a higher mix of purchase and commercial transactions[226](index=226&type=chunk) F&G Segment Sales by Product (in millions) | Product | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Total Annuity | $1,435 | $1,514 | | Index Universal Life (IUL) | $27 | $15 | | Funding Agreements (FABN/FHLB) | $600 | $125 | | Pension Risk Transfer (PRT) | $527 | $— | | **Total Sales** | **$2,589** | **$1,654** | - F&G's adjusted net earnings increased to **$82 million** in Q1 2022 from **$78 million** in Q1 2021, including a **$38 million** valuation allowance on deferred tax assets, offset by favorable items like gains on CLO redemptions[280](index=280&type=chunk) [Liquidity and Capital Resources](index=77&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with **$2.8 billion** in cash and cash equivalents, **$1.7 billion** in short-term investments, and **$800 million** available under its revolving credit facility as of March 31, 2022, with cash from operations remaining stable at **$667 million** YoY, and the company repurchasing **2.75 million shares** for **$134 million** while declaring a quarterly dividend of **$0.44 per share** - The company believes its cash requirements will be met from internally generated funds, dividends from subsidiaries, and other available sources of liquidity[327](index=327&type=chunk) - Under the 2021 Repurchase Program, the company bought back **2.75 million shares** of FNF common stock in Q1 2022 for approximately **$134 million**, at an average price of **$48.68 per share**[337](index=337&type=chunk) - On May 10, 2022, the Board of Directors declared a cash dividend of **$0.44 per share**, payable on June 30, 2022[325](index=325&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=79&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company reported no material changes in its market risks from those described in its Annual Report on Form 10-K for the year ended December 31, 2021 - There have been no material changes in the market risks described in the company's 2021 Annual Report on Form 10-K[342](index=342&type=chunk) [Item 4. Controls and Procedures](index=79&type=section&id=Item%204.%20Controls%20and%20Procedures) Based on an evaluation as of March 31, 2022, the company's principal executive officer and principal financial officer concluded that disclosure controls and procedures are effective, with no material changes in internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period[343](index=343&type=chunk) - No changes occurred during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[344](index=344&type=chunk) [PART II. OTHER INFORMATION](index=80&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=80&type=section&id=Item%201.%20Legal%20Proceedings) This section incorporates by reference the discussion of legal proceedings from Note F of the financial statements, which details ongoing litigation matters - For information on legal proceedings, the report refers to the discussion in Note F of the Condensed Consolidated Financial Statements[347](index=347&type=chunk) [Item 1A. Risk Factors](index=80&type=section&id=Item%201A.%20Risk%20Factors) The company identified new risk factors related to the proposed distribution of **15%** of F&G's common stock, including the uncertainty of the transaction's completion, potential diversion of management's attention, and the possibility that the distribution could adversely affect FNF's future earnings since F&G is a significant contributor - The planned distribution of **15%** of F&G common stock is subject to inherent risks, including the ability to satisfy necessary conditions and the final terms of the transaction[348](index=348&type=chunk) - As F&G contributes a significant portion of FNF's earnings, any separation of a portion of F&G's business could adversely affect FNF's earnings[349](index=349&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=80&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q1 2022, FNF repurchased a total of **2.75 million shares** of its common stock at an average price of **$48.68 per share**, for a total cost of approximately **$134 million**, under its publicly announced repurchase program Share Repurchases in Q1 2022 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Jan 2022 | 250,000 | $52.60 | | Feb 2022 | 200,000 | $47.28 | | Mar 2022 | 2,300,000 | $48.37 | | **Total Q1** | **2,750,000** | **$48.68** | [Item 6. Exhibits](index=81&type=section&id=Item%206.%20Exhibits) The report lists several exhibits filed, including amendments to employment agreements for executives Michael Nolan and Raymond R. Quirk, as well as certifications required by the Sarbanes-Oxley Act of 2002 - Exhibits filed with the 10-Q include amendments to executive employment agreements and certifications from the CEO and CFO pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[353](index=353&type=chunk)[356](index=356&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-32630 FIDELITY NATIONAL FINANCIAL, INC. (Exact name of registrant as specified in its charter) Delaware 16-1725106 (State or other jurisdiction of incorporation or or ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-32630 FIDELITY NATIONAL FINANCIAL, INC. (Exact name of registrant as specified in its charter) Delaware 16-1725106 (State or other jurisdic ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-32630 FIDELITY NATIONAL FINANCIAL, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or ...