Fair Isaac (FICO) President, Software details stock and unit vesting in Form 4

Rhea-AI Filing Summary

Fair Isaac Corp executive stock activity: A company officer, listed as President, Software, reported multiple transactions in Fair Isaac common stock on 12/09/2025 and 12/10/2025.

The filing shows exercises of equity awards (transaction code M) that delivered 2,800 shares on 12/09/2025 and 468 shares on 12/10/2025 at an exercise price of $0.00 per share. To cover taxes at vesting (code F), the company withheld 1,426 shares at a price of $1,751.69 per share and 238 shares at $1,752.24 per share.

After these transactions, the officer directly held a little over 1,600 shares of common stock and also had 15,424 shares held indirectly through the Trust of Nikhil Behl & Malvika Behl. The derivative table details market share units, performance share units, and restricted stock units that convert into common stock, many of which vest in equal annual installments contingent on continued employment.

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^*

Behl Nikhil

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Software

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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	12/09/2025		M		2,800	A	$0.00	2,851.1601(1)	D
Common Stock	12/09/2025		F		1,426(2)	D	$1,751.69	1,425.1601	D
Common Stock	12/10/2025		M		468	A	$0.00	1,893.1601	D
Common Stock	12/10/2025		F		238(2)	D	$1,752.24	1,655.1601	D
Common Stock								15,424	I	Trust of Nikhil Behl & Malvika Behl

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
Market Share Units	(3)	12/09/2025		M			714	12/09/2024(4)	(5)	Common Stock	714	$0.00	394	D
Performance Share Units	(6)	12/09/2025		M			790	12/09/2024(7)	(5)	Common Stock	790	$0.00	788	D
Performance Share Units	(6)	12/09/2025		M			449	12/09/2025(7)	(5)	Common Stock	449	$0.00	897	D
Restricted Stock Units	(8)	12/09/2025		M			327	12/09/2023(9)	(5)	Common Stock	327	$0.00	327	D
Restricted Stock Units	(8)	12/09/2025		M			296	12/09/2024(9)	(5)	Common Stock	296	$0.00	592	D
Restricted Stock Units	(8)	12/09/2025		M			224	12/09/2025(9)	(5)	Common Stock	224	$0.00	672	D
Restricted Stock Units	(8)	12/09/2025		A		1,449		12/09/2026(9)	(5)	Common Stock	1,449	$0.00	1,449	D
Restricted Stock Units	(8)	12/10/2025		M			468	12/10/2022(9)	(5)	Common Stock	468	$0.00	0	D

Explanation of Responses:

1. Includes 2.311 shares acquired under the FICO Employee Stock Purchase Plan on August 31, 2025.

2. Shares withheld by Company for payment of taxes due at vesting from earned market share units, earned performance share units and restricted stock units.

3. Each earned market share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

4. The market share units vest in three equal annual installments commencing on this date and one share will be delivered to the reporting person for each vested unit as soon as practicable thereafter.

5. No expiration date.

6. Each earned performance share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

7. The performance share units vest in three equal annual installments commencing on this date and one share will be delivered to the reporting person for each vested unit as soon as practicable thereafter.

8. Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

9. The restricted stock units vest in four equal annual installments commencing on this date and vested shares will be delivered to the reporting person as soon as practicable thereafter.

Remarks:

	/s/ Carrie H. Darling, Attorney-in-fact	12/11/2025
	** 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).
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FAQ

What insider stock transactions did Fair Isaac (FICO) report in this Form 4?

The Form 4 reports that the President, Software of Fair Isaac Corp exercised equity awards (transaction code M) to acquire 2,800 shares of common stock on 12/09/2025 and 468 shares on 12/10/2025, along with share withholdings to pay taxes.

How many Fair Isaac (FICO) shares were withheld for taxes in this filing?

The company withheld 1,426 shares at $1,751.69 per share and 238 shares at $1,752.24 per share to pay taxes due at vesting from earned market share units, earned performance share units, and restricted stock units.

How many FICO shares does the reporting person hold after these transactions?

Following the reported transactions, the officer beneficially owned 1,655.1601 shares of Fair Isaac common stock directly and 15,424 shares indirectly through the Trust of Nikhil Behl & Malvika Behl.

What derivative equity awards are disclosed for the Fair Isaac (FICO) executive?

The filing lists market share units, performance share units, and restricted stock units, each representing a right to receive one share of Fair Isaac common stock, generally contingent on continued employment.

How do the Fair Isaac (FICO) restricted stock units and share units vest for this executive?

The explanations state that market share units and performance share units vest in three equal annual installments starting on specified dates, while restricted stock units vest in four equal annual installments, with shares delivered as soon as practicable after vesting.

Does the Form 4 mention shares acquired under the FICO Employee Stock Purchase Plan?

Yes. The explanation notes that the reported holdings include 2.311 shares acquired under the FICO Employee Stock Purchase Plan on August 31, 2025.