STOCK TITAN

[Form 4] FAIR ISAAC CORP Insider Trading Activity

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

Rhea-AI Filing Summary

Fair Isaac Corp director Braden R. Kelly reported equity compensation activity rather than open-market trading. On March 4, 2026 he acquired 171 shares of common stock through the exercise of restricted stock units and received new grants of 363 non-qualified stock options and 220 restricted stock units. Each restricted stock unit represents one share of common stock contingent on continued board service, and the new grant will vest on the date of the company’s 2027 Annual Shareholder Meeting. Kelly has elected to take his annual cash retainer in the form of stock options under the non-employee director compensation program.

Positive

  • None.

Negative

  • None.
Insider KELLY BRADEN R
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Units 171 $0.00 --
Grant/Award Non-Qualified Stock Options (right to buy) 363 $0.00 --
Grant/Award Restricted Stock Units 220 $0.00 --
Exercise Common Stock 171 $0.00 --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Non-Qualified Stock Options (right to buy) — 363 shares (Direct); Common Stock — 10,872 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued service on the board. No expiration date. The reporting person has elected to take his annual cash retainer in the form of stock options pursuant to the Corporation's Compensation Program for Non-Employee Directors. The grant will vest on the date of the Corporation's 2027 Annual Shareholder Meeting ("ASM").
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*
KELLY BRADEN R

(Last) (First) (Middle)
5 WEST MENDENHALL, SUITE 105

(Street)
BOZEMAN MT 59715

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FAIR ISAAC CORP [ FICO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026
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 03/04/2026 M 171 A $0.00 10,872 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
Restricted Stock Units (1) 03/04/2026 M 171 03/04/2026 (2) Common Stock 171 $0.00 0 D
Non-Qualified Stock Options (right to buy) $1,464.01 03/04/2026 A 363 03/04/2026(3) 03/03/2033 Common Stock 363 $0.00 363 D
Restricted Stock Units (1) 03/04/2026 A 220 (4) (2) Common Stock 220 $0.00 220 D
Explanation of Responses:
1. Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued service on the board.
2. No expiration date.
3. The reporting person has elected to take his annual cash retainer in the form of stock options pursuant to the Corporation's Compensation Program for Non-Employee Directors.
4. The grant will vest on the date of the Corporation's 2027 Annual Shareholder Meeting ("ASM").
Remarks:
/s/ Carrie H. Darling, Attorney-in-fact 03/06/2026
** 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 transactions did FICO director Braden R. Kelly report on this Form 4?

Braden R. Kelly reported equity compensation-related acquisitions. He exercised 171 restricted stock units into common shares and received grants of 363 non-qualified stock options and 220 restricted stock units as part of Fair Isaac’s non-employee director compensation program, rather than buying or selling shares in the open market.

Were there any FICO insider stock sales disclosed in Braden R. Kelly’s latest Form 4?

No stock sales were disclosed. All reported transactions were classified as acquisitions, including a derivative exercise of restricted stock units into 171 common shares and new grants of 363 non-qualified stock options and 220 restricted stock units related to director compensation, not discretionary selling activity.

How many Fair Isaac shares does Braden R. Kelly hold after these Form 4 transactions?

After the March 4, 2026 transactions, Braden R. Kelly directly held 10,872 shares of Fair Isaac common stock. This figure reflects his position following the conversion of 171 restricted stock units into common shares, as reported in the non-derivative holdings section of the Form 4.

What are the terms of the new FICO restricted stock unit grant to Braden R. Kelly?

Kelly received 220 restricted stock units, each representing a right to one Fair Isaac common share. The footnotes state the grant will vest on the date of the corporation’s 2027 Annual Shareholder Meeting, contingent on his continued service on the board until that meeting.

Why did Braden R. Kelly receive non-qualified stock options from Fair Isaac instead of cash?

A footnote explains Kelly elected to take his annual cash retainer in the form of stock options under Fair Isaac’s Compensation Program for Non-Employee Directors. As a result, he was granted 363 non-qualified stock options with no stated expiration date in this Form 4.

Do the FICO restricted stock units reported by Braden R. Kelly have an expiration date?

The filing’s footnote states the awards have no expiration date. Each restricted stock unit represents a right to receive one share of Fair Isaac common stock, contingent on Kelly’s continued service on the board through the specified vesting date at the 2027 Annual Shareholder Meeting.