Paul A. Maleh - Nov 9, 2023 Form 4 Insider Report for CRA INTERNATIONAL, INC. (CRAI)

Signature
Delia J. Makhlouta, by power of attorney
Stock symbol
CRAI
Transactions as of
Nov 9, 2023
Transactions value $
-$326,853
Form type
4
Date filed
11/13/2023, 05:43 PM
Previous filing
Nov 9, 2023
Next filing
Dec 6, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRAI Common Stock Options Exercise $170K +5.5K +3.25% $30.96 175K Nov 9, 2023 Direct
transaction CRAI Common Stock Sale -$44.7K -500 -0.29% $89.36 174K Nov 9, 2023 Direct F1
transaction CRAI Common Stock Sale -$452K -5K -2.87% $90.49 169K Nov 9, 2023 Direct F2

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 CRAI Nonqualified Stock Option (right to buy) Options Exercise $0 -5.5K -100% $0.00* 0 Nov 9, 2023 Common Stock 5.5K $30.96 Direct F3
holding CRAI Restricted Stock Units 2.96K Nov 9, 2023 Common Stock 2.96K Direct F4, F5
holding CRAI Restricted Stock Units 5.55K Nov 9, 2023 Common Stock 5.55K Direct F4, F6
holding CRAI Restricted Stock Units 5.88K Nov 9, 2023 Common Stock 5.88K Direct F4, F7
holding CRAI Restricted Stock Units 5.74K Nov 9, 2023 Common Stock 5.74K Direct F4, F8
holding CRAI Restricted Stock Units 4.51K Nov 9, 2023 Common Stock 4.51K Direct F4, F9
holding CRAI Restricted Stock Units 10.6K Nov 9, 2023 Common Stock 10.6K Direct F4, F10
holding CRAI Restricted Stock Units 8.13K Nov 9, 2023 Common Stock 8.13K Direct F4, F11
holding CRAI Restricted Stock Units 6.06K Nov 9, 2023 Common Stock 6.06K Direct F4, F12
holding CRAI Nonqualified Stock Option (right to buy) 16.3K Nov 9, 2023 Common Stock 16.3K $44.87 Direct F3
holding CRAI Nonqualified Stock Option (right to buy) 15.2K Nov 9, 2023 Common Stock 15.2K $47.45 Direct F3
* 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 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $88.90 to $89.60, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
F2 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $89.9450 to $90.75, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
F3 Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant.
F4 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock; vested RSUs are payable in the form of cash, shares of the Issuer's common stock or a combination thereof, except as otherwise indicated below. To the extent vested RSUs are paid in shares of the Issuer's common stock, such shares will be delivered to the reporting person as soon as possible after vesting, but in no event later than two and one-half months after the end of the year in which vesting occurs, subject to the collection of withholding taxes. Dividend equivalent rights accrue with respect to unvested RSUs in the form of additional RSUs ("Dividend Units") when and as dividends are paid on the Issuer's common stock, and Dividend Units vest on the same dates and in the same relative proportions as the RSUs on which they accrue.
F5 The RSUs, which include an aggregate of 180.0774 Dividend Units, vest on December 5, 2023.
F6 The RSUs, which include an aggregate of 337.5765 Dividend Units, vest on December 5, 2023.
F7 The RSUs, which include an aggregate of 214.4661 Dividend Units, vest in two equal annual installments beginning on December 15, 2023.
F8 The RSUs, which include an aggregate of 116.8077 Dividend Units, vest in three equal annual installments beginning on March 10, 2024.
F9 The RSUs, which include an aggregate of 148.3758 Dividend Units, vest in two equal annual installments beginning on March 22, 2024.
F10 The RSUs, which include an aggregate of 386.0183 Dividend Units, vest in two equal annual installments beginning on December 15, 2023.
F11 The RSUs, which include an aggregate of 267.1160 Dividend Units, vest in two equal annual installments beginning on March 22, 2024.
F12 The RSUs, which include an aggregate of 41.8780 Dividend Units, vest in four equal annual installments beginning on April 11, 2024.

Remarks:

These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 9, 2022.