January 2017

Dr. James L. Doti serves as a director of First American Financial Corporation (the “Company”) and as a director of the board of Whittier Trust Company, a company offering wealth management and investment solutions for affluent individuals, families and foundations across the country potentially in competition with the Company’s wealth management business. After consideration of Dr. Doti’s contribution to the Board of Directors of the Company and the potential conflicts of interest presented by Dr. Doti’s relationships with the Company and Whittier Trust, the Company has waived the application of Paragraphs A (Conflicts of Interest), B (Corporate Opportunity) and D (Fair Dealing) of the Company’s Code of Ethics and Conduct with respect to Dr. Doti’s relationship with Whittier Trust.