FTI Consulting (FCN) counsel has 207 shares withheld for taxes

Rhea-AI Filing Summary

FTI Consulting, Inc. reported an insider equity transaction by its General Counsel, Curtis P. Lu. On March 5, 2026, 207 shares of common stock were withheld at $165.51 per share to cover tax liabilities on vested restricted stock, a routine tax-withholding disposition rather than an open-market sale. Following this withholding, Lu directly owned 45,283 shares of FTI Consulting common stock.

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

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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^*

Lu Curtis P

(Last) (First) (Middle)

555 12TH STREET NW

(Street)

WASHINGTON DC 20004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FTI CONSULTING, INC [ FCN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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
Common Stock	03/05/2026		F		207(1)	D	$165.51	45,283	D

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

Explanation of Responses:

1. Represents shares of common stock of FTI Consulting, Inc. withheld to pay tax liability on shares of restricted stock awarded pursuant to Rule 16b-3(d), which vested on March 5, 2026.

Remarks:

	By: Michael Rosenthall, Attorney-in-Fact For: Curtis Pey-lin Lu	03/09/2026
	** 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).
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FAQ

What insider transaction did FTI Consulting (FCN) report for Curtis P. Lu?

FTI Consulting reported that General Counsel Curtis P. Lu had 207 shares of common stock withheld to cover tax liabilities. These shares related to restricted stock that vested on March 5, 2026, and were not sold in an open-market transaction.

How many FTI Consulting (FCN) shares were withheld for taxes in this filing?

The filing shows 207 shares of FTI Consulting common stock were withheld for tax purposes. The shares were valued at $165.51 each, tied to the vesting of restricted stock awarded under Rule 16b-3(d) on March 5, 2026.

Did FTI Consulting’s General Counsel sell shares on the open market in this Form 4?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were withheld by the issuer to satisfy tax liabilities arising from vested restricted stock, which is a common administrative transaction for equity awards.

How many FTI Consulting (FCN) shares does Curtis P. Lu own after this transaction?

After the tax-withholding transaction, Curtis P. Lu directly owned 45,283 shares of FTI Consulting common stock. This figure reflects his holdings following the withholding of 207 shares to pay associated tax obligations on vested restricted stock.

What is the transaction code used in this FTI Consulting (FCN) Form 4?

The transaction uses code “F,” indicating payment of tax liability by delivering or withholding securities. In this case, 207 shares of FTI Consulting common stock were withheld to cover taxes on restricted stock that vested on March 5, 2026.