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CRAI Insider Filing: 1.815 RSUs Granted to Executive

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

Rhea-AI Filing Summary

Brian Langan, an officer of CRA International, Inc. (CRAI), reported on Form 4 that he acquired 1.815 restricted stock units (RSUs) on 09/12/2025. The filing shows 735.815 shares beneficially owned following the reported transaction. The RSUs include 1.815 Dividend Units and vest in four equal annual installments beginning August 4, 2026. Vested RSUs may be settled in cash, shares or a combination, and shares delivered for vested RSUs will be issued as soon as practicable but no later than two and one-half months after year-end, subject to tax withholding. The Form 4 was signed by power of attorney on 09/16/2025 and lists Mr. Langan’s title as Executive Vice President and Chief Strategy and Business Transformation Officer.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Small, routine equity-based compensation grant with multi-year vesting; immaterial to CRAI’s capital structure.

The reported grant of 1.815 RSUs appears to be a standard executive compensation award that vests over four years beginning August 4, 2026. The immediate economic dilution is negligible given the small number of RSUs relative to the company's outstanding shares implied by the 735.815 total beneficial shares reported. Settlement mechanics allow cash or stock delivery and include dividend equivalent units, reflecting typical pay practices for alignment of executive and shareholder interests. This disclosure is procedural and unlikely to move investor valuations.

TL;DR: Routine disclosure of equity compensation consistent with governance transparency requirements.

The Form 4 provides the required transparency for insider compensation and ownership changes. Vesting over four equal annual installments and inclusion of dividend equivalent rights are common and indicate retention-focused design. The use of a power of attorney signature is standard for timely filing. There are no red flags in the disclosure such as accelerated vesting, large one-time awards, or irregular settlement terms disclosed here.

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*
Langan Brian

(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)
See Remarks
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.
Remarks:
Executive Vice President and Chief Strategy and Business Transformation Officer
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 did CRAI insider Brian Langan report on Form 4?

He reported the acquisition of 1.815 RSUs on 09/12/2025, with 735.815 shares beneficially owned after the transaction.

When do the RSUs vest for Brian Langan at CRAI (ticker: CRAI)?

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

How will vested RSUs be settled according to the filing?

Vested RSUs may be settled in cash, shares, or a combination, and shares will be delivered as soon as practicable but no later than two-and-one-half months after the year-end, subject to withholding.

Does the Form 4 disclose dividend equivalents on the RSUs?

Yes. The RSUs include dividend equivalent rights that accrue as additional RSUs (Dividend Units); the filing notes an aggregate of 1.815 Dividend Units.

Who signed the Form 4 and when?

The form was signed by Delia J. Makhlouta by power of attorney on 09/16/2025.
Cra Intl Inc

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