FTI Consulting (NYSE: FCN) VP has shares withheld for RSU taxes

Rhea-AI Filing Summary

FTI Consulting, Inc. executive Matthew Pachman reported a small tax-related share disposition. On March 6, 2026, 20 shares of FTI Consulting common stock were withheld at $168.41 per share to cover tax liabilities on vested restricted stock units. After this withholding, Pachman directly holds 1,691 common shares. This was a tax-withholding event, not an open-market purchase or sale.

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).

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^*

Pachman Matthew

(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)
	VP, Chief Risk/Ethics Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		F		20(1)	D	$168.41	1,691	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 units pursuant to Rule 16b-3(d), which vested on March 6, 2026.

Remarks:

	By: Michael Rosenthall, Attorney-in-Fact For: Matthew Pachman	03/10/2026
	** 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).
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 insider transaction did FTI Consulting (FCN) report for Matthew Pachman?

FTI Consulting reported that executive Matthew Pachman had 20 common shares withheld to cover tax liabilities on vested restricted stock units. This tax-withholding disposition is a routine administrative event rather than an open-market trade and leaves his direct holdings at 1,691 shares.

Was the FTI Consulting (FCN) Form 4 transaction a stock sale by Matthew Pachman?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Twenty shares were withheld by the company to pay tax obligations on restricted stock units that vested, a standard mechanism that does not reflect an active decision to sell shares in the market.

How many FTI Consulting (FCN) shares does Matthew Pachman hold after this Form 4?

After the tax-withholding transaction, Matthew Pachman directly holds 1,691 shares of FTI Consulting common stock. The filing indicates that only 20 shares were withheld to satisfy tax liabilities tied to restricted stock units that vested on March 6, 2026.

What does transaction code "F" mean in the FTI Consulting (FCN) Form 4?

Transaction code “F” indicates shares were used to pay an exercise price or tax liability. In this case, 20 shares of FTI Consulting common stock were withheld to cover taxes on vested restricted stock units, rather than being sold in an open-market transaction by the executive.

Why were 20 FTI Consulting (FCN) shares withheld from Matthew Pachman?

The 20 shares were withheld to pay tax liabilities arising from the vesting of restricted stock units on March 6, 2026. Instead of paying cash taxes, a small portion of the vested equity was retained by the company, which is a common administrative practice.