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[Form 4] CRA INTERNATIONAL, INC. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Eric Nierenberg, EVP, CFO and Treasurer of CRA International, Inc. (CRAI), reported on Form 4 a grant of 1.815 restricted stock units (RSUs) on 09/12/2025. The filing shows the RSUs were recorded as acquired at a $0 price and that following the grant the reporting person beneficially owns 735.815 shares of common stock. The RSUs include 1.815 Dividend Units that accrue dividend equivalents and vest on the same schedule. The RSUs vest in four equal annual installments beginning on August 4, 2026. The Form 4 was signed by an attorney-in-fact, Delia J. Makhlouta, on 09/16/2025.

Positive
  • 1.815 RSUs granted to the reporting officer were disclosed, showing transparency in executive compensation
  • RSUs include 1.815 Dividend Units, which preserve dividend-equivalent value and align payout timing with vesting
  • Vesting schedule disclosed: four equal annual installments beginning on August 4, 2026, providing long-term alignment
Negative
  • None.

Insights

TL;DR: A small, scheduled RSU grant was recorded for the CFO, vesting over four years.

The reported transaction is a routine equity-based compensation award: 1.815 RSUs granted and recorded as acquired on 09/12/2025 with vesting in four equal annual installments starting 08/04/2026. The filing confirms dividend-equivalent treatment via 1.815 Dividend Units that vest alongside the RSUs. The post-transaction beneficial ownership is 735.815 shares, which provides transparency on the officer's stake but does not by itself indicate a material change to capital structure or control.

TL;DR: Equity award follows typical executive compensation mechanics with multi-year vesting and dividend equivalence.

This Form 4 documents an executive-level equity award with standard features: time-based vesting over four years and dividend-equivalent units that vest in parallel. The grant was reported promptly and the form was executed by a power-of-attorney, indicating administrative handling consistent with routine insider reporting practices. No departures, option exercises, or dispositions are reported.

SEC Form 4
FORM 4 UNITED 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).
1. Name and Address of Reporting Person*
Nierenberg Eric

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

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CRA INTERNATIONAL, INC. [ CRAI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, CFO AND TREASURER
3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 09/12/2025 A 1.815 (2) (2) Common Stock 1.815 $0 735.815 D
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 1.8150 Dividend Units, vest in four equal annual installments beginning on August 4, 2026.
Delia J. Makhlouta, by power of attorney 09/16/2025
** Signature of Reporting Person Date
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.

FAQ

What transaction did CRAI insider Eric Nierenberg report on Form 4?

The filing reports a grant of 1.815 restricted stock units (RSUs) acquired on 09/12/2025 and recorded at a $0 price.

How many shares does Eric Nierenberg beneficially own after the reported transaction?

The Form 4 shows 735.815 shares of common stock beneficially owned following the reported transaction.

When do the RSUs vest for the CRAI grant reported 09/12/2025?

The RSUs vest in four equal annual installments beginning on August 4, 2026.

Do the RSUs include dividend equivalents?

Yes. The RSUs include an aggregate of 1.815 Dividend Units that accrue when dividends are paid and vest on the same schedule as the RSUs.

Who signed the Form 4 filing for the reporting person?

The Form 4 was executed by Delia J. Makhlouta, by power of attorney, on 09/16/2025.
Cra Intl Inc

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