FTI Consulting (NYSE: FCN) taps Paul Linton as Interim Chief Financial Officer

Rhea-AI Filing Summary

FTI Consulting, Inc. reported that its Board of Directors has appointed Paul Linton, age 54, as Interim Chief Financial Officer, effective September 12, 2025. His appointment will become effective immediately upon the previously disclosed resignation of Chief Financial Officer Ajay Sabherwal. Linton will continue in his existing role as Chief Strategy and Transformation Officer, a position he has held since joining the company in August 2014.

The company states that there are no changes to Linton’s compensation from what was disclosed in its definitive proxy statement filed on April 21, 2025. It also notes that there are no arrangements or understandings with any other person relating to his selection, no family relationships with directors or executive officers, and no related-party transactions involving him that require disclosure under SEC rules.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

FTI CONSULTING, INC DC false 0000887936 0000887936 2025-09-04 2025-09-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 4, 2025

FTI CONSULTING, INC.

(Exact Name of Registrant as Specified in Its Charter)

Maryland		001-14875		52-1261113
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

555 12th Street NW, Washington, D.C. 20004

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (202) 312-9100

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each Exchange on which Registered
Common Stock, par value $0.01 per share		FCN		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On September 4, 2025, the Board of Directors (the “Board”) of FTI Consulting, Inc. (the “Company”) appointed Paul Linton, 54, to serve as the Company’s Interim Chief Financial Officer (“Interim CFO”), effective September 12, 2025 immediately upon the effectiveness of Ajay Sabherwal’s resignation as Chief Financial Officer of the Company, as previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 12, 2025. Mr. Linton will serve as Interim CFO in addition to his existing role of Chief Strategy and Transformation Officer, which role he has held since joining the Company in August 2014.

The Board has not made any changes to Mr. Linton’s compensation as it was described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 21, 2025 and is hereby incorporated by reference herein. There were no arrangements or understandings between Mr. Linton and any other person pursuant to which he was selected as Interim CFO. Mr. Linton does not have any family relationships with any director or executive officer of the Company, or any person nominated or chosen by the Company to become a director or executive officer, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended.

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, FTI Consulting, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				FTI CONSULTING, INC.
Dated: September 8, 2025				By:		/s/ CURTIS P. LU
				Name:		Curtis P. Lu
				Title:		General Counsel

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FAQ

Who did FTI Consulting (FCN) appoint as Interim CFO?

FTI Consulting appointed Paul Linton as its Interim Chief Financial Officer, effective September 12, 2025, following the effectiveness of Ajay Sabherwal’s resignation as CFO.

What other role does Paul Linton hold at FTI Consulting (FCN)?

In addition to serving as Interim CFO, Paul Linton will continue in his role as Chief Strategy and Transformation Officer, a position he has held since joining FTI Consulting in August 2014.

Did FTI Consulting (FCN) change Paul Linton’s compensation when naming him Interim CFO?

No. The Board did not make any changes to Paul Linton’s compensation from what was described in FTI Consulting’s definitive proxy statement filed on April 21, 2025.

Are there any special arrangements or understandings behind Paul Linton’s Interim CFO appointment at FTI Consulting (FCN)?

FTI Consulting states there were no arrangements or understandings between Paul Linton and any other person under which he was selected as Interim CFO.

Does Paul Linton have any family relationships with FTI Consulting (FCN) directors or executives?

The company reports that Paul Linton has no family relationships with any director, executive officer, or person nominated or chosen to become a director or executive officer of FTI Consulting.

Does FTI Consulting (FCN) report any related-party transactions involving Paul Linton?

FTI Consulting states that Paul Linton has no direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K.