Joelle M. Smith - 02 Jun 2025 Form 4 Insider Report for FIRST ADVANTAGE CORP (FA)

Role
President
Signature
/s/ Bret T. Jardine, Attorney-in-Fact
Issuer symbol
FA
Transactions as of
02 Jun 2025
Net transactions value
-$637,513
Form type
4
Filing time
04 Jun 2025, 16:03:23 UTC
Previous filing
13 May 2025
Next filing
18 Sep 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Smith Joelle M President C/O FIRST ADVANTAGE CORPORATION, 1 CONCOURSE PARKWAY NE, SUITE 200, ATLANTA /s/ Bret T. Jardine, Attorney-in-Fact 04 Jun 2025 0001927987

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FA Common Stock Options Exercise $143,080 +28,000 +46% $5.11 88,661 02 Jun 2025 Direct F1
transaction FA Common Stock Sale $780,593 -45,934 -52% $16.99 42,727 02 Jun 2025 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FA Stock Options (Right to Buy) Options Exercise $0 -28,000 -12% $0.000000 215,280 02 Jun 2025 Common Stock 28,000 $5.11 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Reflects an adjustment ($1.50 reduction) to the original exercise price to reflect anti-dilution adjustments pursuant to the terms of the First Advantage Corporation 2021 Omnibus Incentive Plan (as amended) with respect to a one-time special cash dividend of $1.50 paid by First Advantage Corporation (the "Issuer") to stockholders of record at the close of business on August 21, 2023.
F2 Shares were sold pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on February 28, 2025.
F3 Represents the weighted average price for sales of the shares. The shares were sold at prices ranging from $16.640 to $17.120 per share. The reporting person will provide to the Securities and Exchange Commission staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price.
F4 Includes an initial grant of 121,640 options that vest in equal annual installments over five years, subject to continued service through such dates, with the first vesting on January 31, 2021 and a portion of an aggregate initial grant of 121,640 options subject to performance and time-based vesting criteria, where (i) such performance-based conditions (the occurrence of a "Realization Event" as defined in the award agreement) have been satisfied as of the date of grant and (ii) 82,875 options have vested on January 31, 2025 based on time. The remainder of such performance-based options will, subject to the occurrence of a Realization Event, vest on January 31, 2026, while preserving the eligibility to vest earlier upon a future Realization Event.