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FTI Consulting (NYSE: FCN) awards director new deferred stock unit grants

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

Rhea-AI Filing Summary

Seeger Laureen reported acquisition or exercise transactions in this Form 4 filing.

FTI Consulting director Laureen Seeger reported two stock-based compensation grants in the form of deferred stock units, rather than open-market purchases. She received 371 Deferred Restricted Stock Units granted on June 3, 2026, which will vest in full on the first anniversary of the grant date.

She was also granted 1,616 Deferred Stock Units on the same date that are vested immediately upon grant. Each unit in both grants represents the right to receive one share of FTI Consulting common stock. The underlying shares will only be issued when Seeger separates from service as a director, so these awards increase her potential future equity but do not involve any current cash transaction.

Positive

  • None.

Negative

  • None.
Insider Seeger Laureen
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,616 $0.00 --
Grant/Award Common Stock 371 $0.00 --
Holdings After Transaction: Common Stock — 19,265 shares (Direct, null)
Footnotes (1)
  1. Represents shares of Common Stock issuable on account of Deferred Restricted Stock Units granted on June 3, 2026 that will vest in full on the first anniversary of the date of grant. Each Deferred Restricted Stock Unit represents the right to receive one share of Common Stock of the Company upon issuance. The shares of Common Stock will be issuable upon the reporting person's separation from service as a director of the Company. Represents shares of Common Stock issuable on account of Deferred Stock Units granted on June 3, 2026 that are vested upon grant. Each Deferred Stock Unit represents the right to receive one share of Common Stock of the Company upon issuance. The shares of Common Stock will be issuable upon the reporting person's separation from service as a director of the Company.
Deferred Restricted Stock Units granted 371 units Granted June 3, 2026; vest on first anniversary
Deferred Stock Units granted 1,616 units Granted June 3, 2026; vested upon grant
Grant price per share $0.0000 per share Equity compensation, not market purchase
Deferred Restricted Stock Units financial
"Represents shares of Common Stock issuable on account of Deferred Restricted Stock Units granted on June 3, 2026..."
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
Deferred Stock Units financial
"Represents shares of Common Stock issuable on account of Deferred Stock Units granted on June 3, 2026..."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
separation from service financial
"The shares of Common Stock will be issuable upon the reporting person's separation from service as a director..."
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SEC Form 4
FORM 4UNITED 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*
Seeger Laureen

(Last)(First)(Middle)
555 12TH STREET NW

(Street)
WASHINGTON DISTRICT OF COLUMBIA 20004

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FTI CONSULTING, INC [ FCN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/03/2026A1,616(1)A$019,265D
Common Stock06/03/2026A371(2)A$019,636D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of Common Stock issuable on account of Deferred Restricted Stock Units granted on June 3, 2026 that will vest in full on the first anniversary of the date of grant. Each Deferred Restricted Stock Unit represents the right to receive one share of Common Stock of the Company upon issuance. The shares of Common Stock will be issuable upon the reporting person's separation from service as a director of the Company.
2. Represents shares of Common Stock issuable on account of Deferred Stock Units granted on June 3, 2026 that are vested upon grant. Each Deferred Stock Unit represents the right to receive one share of Common Stock of the Company upon issuance. The shares of Common Stock will be issuable upon the reporting person's separation from service as a director of the Company.
Remarks:
By: Michael Rosenthall, Attorney-in-Fact For: Laureen Seeger06/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did FTI Consulting (FCN) director Laureen Seeger report on this Form 4?

Laureen Seeger reported two stock-based compensation grants, not open-market trades. She received 371 Deferred Restricted Stock Units and 1,616 Deferred Stock Units, each convertible into one FTI Consulting common share upon her future separation from the board.

How many FTI Consulting (FCN) units did Laureen Seeger receive in the latest grant?

She received 371 Deferred Restricted Stock Units that vest on the first anniversary of the June 3, 2026 grant, plus 1,616 Deferred Stock Units that vested immediately. Each unit represents the right to receive one share of FTI Consulting common stock later.

Are Laureen Seeger’s FTI Consulting (FCN) grants immediately payable in shares?

No, the grants are deferred units. Both the Deferred Restricted Stock Units and the Deferred Stock Units will be settled in FTI Consulting common shares only when Seeger separates from service as a director, according to the grant terms.

Did Laureen Seeger buy or sell FTI Consulting (FCN) shares in the market?

No market purchases or sales occurred. The Form 4 shows compensation-related awards coded as “A” (grant or award), with a price of $0.0000 per share, reflecting equity compensation rather than open-market trading activity in FTI Consulting stock.

What is the difference between the Deferred Restricted Stock Units and Deferred Stock Units for FCN?

The Deferred Restricted Stock Units granted to Seeger vest in full one year after June 3, 2026. The Deferred Stock Units are vested immediately upon grant. In both cases, actual FTI Consulting shares are only issued when she leaves the board.