STOCK TITAN

CRA International (CRAI) EVP Yellin settles RSUs and updates share and option holdings

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

Rhea-AI Filing Summary

CRA International EVP and General Counsel Jonathan D. Yellin reported routine equity compensation activity involving restricted stock units and common stock. On May 20, 2026, he acquired 224.5931 shares of common stock through the conversion of restricted stock units at a conversion price of $0.0000 per share. Of these, 66 shares were withheld at $148.01 per share to satisfy tax obligations, and 2.5931 shares were returned to the issuer. Following these transactions, he directly held 13,403 shares of common stock. He also continues to hold nonqualified stock options covering 2,845 shares at an exercise price of $47.45 and 2,377 shares at $44.87, along with multiple blocks of unvested restricted stock units scheduled to vest in annual installments beginning in 2027.

Positive

  • None.

Negative

  • None.
Insider Yellin Jonathan D
Role EVP AND GENERAL COUNSEL
Type Security Shares Price Value
Exercise Restricted Stock Units 224.593 $0.00 --
Exercise Common Stock 224.593 $0.00 --
Disposition Common Stock 2.593 $148.01 $383.80
Tax Withholding Common Stock 66 $148.01 $10K
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 — 674.791 shares (Direct, null); Common Stock — 13,471.593 shares (Direct, null); Nonqualified Stock Option (right to buy) — 2,377 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 7.7910 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 11.2429 Dividend Units, vest on April 11, 2027. The RSUs, which include an aggregate of 19.7307 Dividend Units, vest on April 11, 2027. The RSUs, which include an aggregate of 12.7074 Dividend Units, vest in two equal annual installments beginning on April 29, 2027. The RSUs, which include an aggregate of 23.6478 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 shares converted 224.5931 shares Common stock acquired via RSU conversion on May 20, 2026
Tax-withheld shares 66 shares at $148.01 Shares withheld to cover tax liability on May 20, 2026
Shares returned to issuer 2.5931 shares at $148.01 Disposition to issuer coded D on May 20, 2026
Direct common shares after 13,403 shares Direct CRA International common stock holdings after transactions
Option underlying shares 1 2,845 shares at $47.45 Nonqualified stock option expiring December 6, 2028
Option underlying shares 2 2,377 shares at $44.87 Nonqualified stock option expiring December 18, 2027
Unvested RSUs block 1,396.0000 units Restricted stock units with underlying common shares outstanding
Dividend Units in one RSU grant 7.7910 units Dividend Units included in RSUs vesting in three annual installments from May 20, 2027
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock"
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
"Dividend equivalent rights accrue with respect to unvested RSUs in the form of additional RSUs ("Dividend Units")"
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.
Disposition to issuer 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*
Yellin Jonathan D

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP AND GENERAL COUNSEL
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 Stock05/20/2026M224.5931A(1)13,471.5931D
Common Stock05/20/2026D2.5931D$148.0113,469D
Common Stock05/20/2026F66D$148.0113,403D
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)05/20/2026M224.5931 (2) (2)Common Stock899.3841$0674.791D
Restricted Stock Units(1) (3) (3)Common Stock1,3961,396D
Restricted Stock Units(1) (4) (4)Common Stock317.2429317.2429D
Restricted Stock Units(1) (5) (5)Common Stock556.7307556.7307D
Restricted Stock Units(1) (6) (6)Common Stock585.7074585.7074D
Restricted Stock Units(1) (7) (7)Common Stock1,089.64781,089.6478D
Nonqualified Stock Option (right to buy)$44.8712/18/2017(8)12/18/2027Common Stock2,3772,377D
Nonqualified Stock Option (right to buy)$47.4512/06/2018(8)12/06/2028Common Stock2,8452,845D
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 7.7910 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 11.2429 Dividend Units, vest on April 11, 2027.
5. The RSUs, which include an aggregate of 19.7307 Dividend Units, vest on April 11, 2027.
6. The RSUs, which include an aggregate of 12.7074 Dividend Units, vest in two equal annual installments beginning on April 29, 2027.
7. The RSUs, which include an aggregate of 23.6478 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 executive Jonathan D. Yellin report in this Form 4?

Jonathan D. Yellin reported routine equity compensation activity involving restricted stock units and common stock. He converted restricted stock units into common shares, with a portion withheld for taxes and a small amount returned to the issuer, while retaining a larger equity position.

How many CRAI common shares did Yellin acquire through RSU conversion?

Yellin acquired 224.5931 shares of CRA International common stock through the conversion of restricted stock units at a stated conversion price of $0.0000 per share. This reflects the settlement of vested RSUs into actual shares as part of his compensation.

How many CRAI shares were withheld for Jonathan Yellin’s tax obligations?

The filing shows 66 shares of CRA International common stock were withheld at $148.01 per share to satisfy tax obligations related to the equity compensation event. This F-code transaction is a tax-withholding disposition, not an open-market sale of shares.

What is Jonathan Yellin’s direct CRAI common stock holding after these transactions?

After the reported transactions, Yellin directly holds 13,403 shares of CRA International common stock. This figure reflects his position following the RSU conversion, tax withholding disposition, and a small disposition of 2.5931 shares back to the issuer.

What option awards does Jonathan Yellin retain in CRA International?

Yellin retains nonqualified stock options tied to CRA International common stock, including 2,845 underlying shares at a $47.45 exercise price and 2,377 underlying shares at $44.87. These options remain outstanding and are scheduled to expire in December 2028 and December 2027.

How are Jonathan Yellin’s CRAI restricted stock units structured and when do they vest?

His restricted stock units each represent a right to one share of CRA International common stock, with dividend equivalents accruing as additional RSUs. Various RSU grants, including blocks with Dividend Units, vest in annual or installment schedules beginning on dates such as April 9, 2027 and May 20, 2027.