Fidelity National Financial shareholders approve redomestication to Nevada

Fidelity National Financial, Inc.

Approved at June 11 annual meeting; 147.1M for, 74.9M against, 0.4M abstentions.
Effective June 11, 2025 upon filing certificate of conversion in Delaware and articles in Nevada.
Each common share automatically converted to one share of Nevada corporation; no change in business, management, or assets.
Conversion intended as tax-free reorganization under IRC Section 368(a)(1)(F).

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fidelity National Financial, Inc.: Change of domicile from Delaware to Nevada and adoption of new Nevada articles of incorporation (effective 2025-06-11).

Change: charter amendment
Effective: 2025-06-11

Exact text from the filing

On June 11, 2025, at the Annual Meeting of Shareholders (the “Annual Meeting”), the stockholders of Fidelity National Financial, Inc. (the “Company”) approved the proposed redomestication by conversion of the Company from the State of Delaware to the State of Nevada (the “Redomestication”) pursuant to a plan of conversion (the “Plan of Conversion”), as described in the Company’s definitive proxy statement on Schedule 14A for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2025, as supplemented by the Company’s Additional Definitive Materials filed with the Securities and Exchange Commission on May 30, 2025 and June 2, 2025 (together, the “Proxy Statement”). Pursuant to the Plan of Conversion, the Company effected the Redomestication on June 11, 2025 by filing: (i) a certificate of conversion with the Secretary of State of the State of Delaware, (ii) articles of conversion with the Nevada Secretary of State, and (iii) articles of incorporation with the

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Fidelity National Financial, Inc.: Adoption of new Nevada bylaws to reflect the redomestication (effective 2025-06-11).

Change: bylaw amendment
Effective: 2025-06-11

Exact text from the filing

The Company’s board of directors also adopted new bylaws (the “Nevada Bylaws”) to reflect the Redomestication.

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Fidelity National Financial, Inc. filing history →

Source: SEC EDGAR

accession 0001331875-25-000046

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