---
schema_version: "secwatch.filing_event.v1"
accession: "0001331875-23-000035"
form_type: "8-K"
ticker: "FNF"
cik: "0001331875"
company_name: "Fidelity National Financial, Inc."
filed_at: "2023-06-15T23:59:59+00:00"
generated_at: "2026-06-13T23:53:30.002279+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# FNF shareholders elect four Class III directors, approve say-on-pay, ratify EY

## Summary
- Elected William P. Foley II, Douglas K. Ammerman, Thomas M. Hagerty, and Peter O. Shea Jr. as Class III directors.
- Advisory say-on-pay resolution approved: 200,321,325 for, 11,638,567 against, 3,937,231 abstentions.
- Shareholders recommended annual frequency for future say-on-pay votes: 204,654,530 for 1-year.
- Ratified Ernst & Young as independent auditor for 2023: 239,798,760 for, 277,999 against, 3,585,468 abstentions.

## SEC filing metadata
- accession: 0001331875-23-000035
- form_type: 8-K
- ticker: FNF
- cik: 0001331875
- company_name: Fidelity National Financial, Inc.
- filed_at: 2023-06-15T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/0001331875-23-000035-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/fnf-20230614.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001331875-23-000035
- JSON: https://secwatch.observer/filing/0001331875-23-000035.json
- Plain text: https://secwatch.observer/filing/0001331875-23-000035.txt

## Key facts
- Shareholder Votes
  Fidelity National Financial, Inc. shareholders approved To approve a non-binding advisory basis, of the frequency (annual or "1 Year," biennial or "2 Years," triennial or "3 Years") with which we solicit future non-binding advisory votes on the compensation paid to our named executive officers at the 2023-06-14 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: 3. To approve a non-binding advisory basis, of the frequency (annual or "1 Year," biennial or "2 Years," triennial or "3 Years") with which we solicit future non-binding advisory votes on the compensation paid to our named executive officers 1 YEAR 2 YEAR 3 YEAR ABSTAIN 204,654,530 1,034,498 6,322,563 3,885,532
  evidence_url: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/0001331875-23-000035-index.htm
- Shareholder Votes
  Fidelity National Financial, Inc. shareholders approved To approve a non-binding advisory resolution on the compensation paid to our named executive officers at the 2023-06-14 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: 2. To approve a non-binding advisory resolution on the compensation paid to our named executive officers FOR AGAINST ABSTAIN BROKER NON-VOTES 200,321,325 11,638,567 3,937,231 27,765,104
  evidence_url: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/0001331875-23-000035-index.htm
- Shareholder Votes
  Fidelity National Financial, Inc. shareholders approved Ratification and appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year at the 2023-06-14 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: 4. Ratification and appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2023 fiscal year FOR AGAINST ABSTAIN 239,798,760 277,999 3,585,468
  evidence_url: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/0001331875-23-000035-index.htm
- Shareholder Votes
  Fidelity National Financial, Inc. shareholders approved Elect four Class III directors to serve until the 2026 Annual Meeting of Shareholders or until their successors are duly elected and qualified or their earlier death, resignation or removal at the 2023-06-14 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: 1. Elect four Class III directors to serve until the 2026 Annual Meeting of Shareholders or until their successors are duly elected and qualified or their earlier death, resignation or removal FOR WITHHELD BROKER NON-VOTES William P. Foley, II 191,053,610 24,843,513 27,765,104 Douglas K. Ammerman 196,358,086 19,539,037 27,765,104 Thomas M. Hagerty 193,487,385 22,409,738 27,765,104 Peter O. Shea, Jr. 177,952,317 37,944,806 27,765,104
  evidence_url: https://www.sec.gov/Archives/edgar/data/1331875/000133187523000035/0001331875-23-000035-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.