STOCK TITAN

CRA International (CRAI) CEO reports RSU exercise and tax-share disposition

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CRA International, Inc. director and CEO Paul A. Maleh reported routine equity compensation activity involving restricted stock units (RSUs) and stock options. On May 20, 2026, he exercised RSU-based derivative rights to acquire 1,110.8255 shares of common stock coded as a derivative exercise.

In connection with this, 531 shares of common stock were disposed of to satisfy tax obligations, and an additional 12.8255 shares were disposed to the issuer. Following these transactions, one line in the filing shows direct ownership of 119,093.8255 common shares, while derivative holdings include stock options exercisable at $47.4500 and $44.8700 per share and multiple RSU grants that vest between April 2027 and May 2029.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU exercise with tax withholding; limited signaling value.

Paul A. Maleh, CEO of CRA International, Inc., exercised RSU-derived rights for 1,110.8255 common shares while 531 shares were withheld for taxes and 12.8255 shares were disposed to the issuer. This pattern aligns with standard equity compensation settlement rather than discretionary open-market trading.

The filing also lists sizable remaining derivative positions, including nonqualified stock options at exercise prices of $47.4500 and $44.8700 expiring in 2028 and 2027, plus RSU grants that vest between April 2027 and future anniversaries. With no open-market buys or sells reported and substantial equity still held, the informational impact for investors appears neutral.

Insider Maleh Paul A
Role PRESIDENT AND CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 1,110.826 $0.00 --
Exercise Common Stock 1,110.826 $0.00 --
Disposition Common Stock 12.826 $148.01 $2K
Tax Withholding Common Stock 531 $148.01 $79K
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Nonqualified Stock Option (right to buy) -- -- --
holding Nonqualified Stock Option (right to buy) -- -- --
Holdings After Transaction: Restricted Stock Units — 3,332.477 shares (Direct, null); Common Stock — 119,093.826 shares (Direct, null); Nonqualified Stock Option (right to buy) — 16,304 shares (Direct, null)
Footnotes (1)
  1. 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. The RSUs, which include an aggregate of 38.4765 Dividend Units, vest in three equal annual installments beginning on May 20, 2027. The RSUs vest in four equal annual installments beginning on April 9, 2027. The RSUs, which include an aggregate of 97.0119 Dividend Units, vest on April 11, 2027. The RSUs, which include an aggregate of 55.2585 Dividend Units, vest on April 11, 2027. The RSUs, which include an aggregate of 62.8270 Dividend Units, vest in two equal annual installments beginning on April 29, 2027. The RSUs, which include an aggregate of 116.8453 Dividend Units, vest in two equal annual installments beginning on April 29, 2027. Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant.
RSU exercise shares 1,110.8255 shares Common stock acquired via derivative exercise on May 20, 2026
Tax withholding shares 531 shares Common shares disposed to cover tax liability on May 20, 2026
Issuer disposition 12.8255 shares Common shares disposed to issuer on May 20, 2026
Direct common shares 119,093.8255 shares Direct CRAI common stock holding after exercise transaction
Option exercise price 1 $47.4500/share Nonqualified stock option on common stock expiring December 6, 2028
Option exercise price 2 $44.8700/share Nonqualified stock option on common stock expiring December 18, 2027
Largest RSU block 6,800.0000 units Restricted stock units on common stock with $0.0000 exercise price
RSUs with Dividend Units 97.0119 Dividend Units Dividend Units included in RSUs vesting April 11, 2027
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Dividend Units financial
"additional RSUs ("Dividend Units") when and as dividends are paid"
Nonqualified Stock Option financial
"Nonqualified Stock Option (right to buy)"
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
issuer disposition financial
"Disposition to issuer"
derivative exercise/conversion financial
"Exercise or conversion of derivative security"
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
Maleh Paul A

(Last)(First)(Middle)
200 CLARENDON STREET

(Street)
BOSTON MASSACHUSETTS 02116

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CRA INTERNATIONAL, INC. [ CRAI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
PRESIDENT AND CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/20/2026M1,110.8255A(1)119,093.8255D
Common Stock05/20/2026D12.8255D$148.01119,081D
Common Stock05/20/2026F531D$148.01118,550D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)05/20/2026M1,110.8255 (2) (2)Common Stock4,443.302$03,332.4765D
Restricted Stock Units(1) (3) (3)Common Stock6,8006,800D
Restricted Stock Units(1) (4) (4)Common Stock2,737.01192,737.0119D
Restricted Stock Units(1) (5) (5)Common Stock1,559.25851,559.2585D
Restricted Stock Units(1) (6) (6)Common Stock2,895.8272,895.827D
Restricted Stock Units(1) (7) (7)Common Stock5,385.84535,385.8453D
Nonqualified Stock Option (right to buy)$44.8712/18/2017(8)12/18/2027Common Stock16,30416,304D
Nonqualified Stock Option (right to buy)$47.4512/06/2018(8)12/06/2028Common Stock15,17315,173D
Explanation of Responses:
1. 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.
2. The RSUs, which include an aggregate of 38.4765 Dividend Units, vest in three equal annual installments beginning on May 20, 2027.
3. The RSUs vest in four equal annual installments beginning on April 9, 2027.
4. The RSUs, which include an aggregate of 97.0119 Dividend Units, vest on April 11, 2027.
5. The RSUs, which include an aggregate of 55.2585 Dividend Units, vest on April 11, 2027.
6. The RSUs, which include an aggregate of 62.8270 Dividend Units, vest in two equal annual installments beginning on April 29, 2027.
7. The RSUs, which include an aggregate of 116.8453 Dividend Units, vest in two equal annual installments beginning on April 29, 2027.
8. Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant.
Delia J. Makhlouta, by power of attorney05/22/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did CRAI CEO Paul A. Maleh report in this Form 4?

Paul A. Maleh reported an RSU-related derivative exercise for 1,110.8255 CRAI common shares, with some shares withheld for taxes and a small amount returned to the issuer. The filing reflects routine equity compensation activity rather than open-market buying or selling.

How many CRAI shares were acquired through exercise in this filing?

The filing shows a derivative exercise transaction for 1,110.8255 CRAI common shares coded as an M-type exercise. This came from restricted stock units converting into common stock as part of the company’s equity compensation program for its president and CEO, Paul A. Maleh.

How many CRAI shares were withheld for taxes in the CEO’s Form 4?

The Form 4 reports that 531 CRAI common shares were disposed of to cover tax liabilities associated with equity compensation. This transaction is coded F, meaning payment of tax liability by delivering securities, and does not represent an open-market sale decision by the CEO.

What is Paul A. Maleh’s CRAI common stock position after these transactions?

One transaction line in the Form 4 shows Paul A. Maleh directly holding 119,093.8255 CRAI common shares after the RSU-related exercise. The filing also lists additional derivative positions, including nonqualified stock options and restricted stock units that may convert into more shares over time.

What stock options and RSUs does the CRAI CEO still hold?

The filing lists nonqualified stock options on CRAI common stock with exercise prices of $47.4500 and $44.8700, expiring in 2028 and 2027. It also details multiple restricted stock unit grants and dividend units scheduled to vest between April 2027 and May 2029, providing future share delivery potential.

Are there any open-market CRAI share purchases or sales in this Form 4?

No open-market purchase (P) or sale (S) codes appear in this Form 4. Reported transactions include an RSU-related derivative exercise, tax-withholding disposition, and a small disposition to the issuer. These reflect equity compensation mechanics rather than discretionary trading in CRAI stock.