Insider Watch: Huron’s James Roth Trims 4.4% of Direct HURN Holdings

Rhea-AI Filing Summary

Huron Consulting Group Inc. (HURN) – Form 4 insider transaction

• Reporting person: James H. Roth, Director
• Transaction date: 08/06/2025
• Type: Open-market sales executed under a pre-arranged Rule 10b5-1 plan adopted 05/08/2025
• Total shares sold: 2,000 common shares across four trades
• Price ranges: $126.60–$130.37; weighted-average prices disclosed for each lot (208 @ $126.76, 448 @ $128.29, 817 @ $129.23, 527 @ $130.07)
• Post-sale holdings: 43,304 shares directly and 3,855 shares indirectly via a family LLC (total 47,159)
• % of direct holdings sold: ≈4.4% of pre-sale direct position (45,304)

No derivative security transactions were reported.

Positive

• Sale executed under a pre-established Rule 10b5-1 plan, demonstrating compliance and reducing potential insider-trading concerns.
• Director retains a significant 47,159-share stake, maintaining alignment with shareholder interests.

Negative

• 2,000-share disposition (~$257k) represents a 4.4% reduction of direct holdings, which some investors may view as a bearish signal.

Insights

Financial Analyst

TL;DR: Director sold 2k shares (~$257k) under 10b5-1, retains large stake; modestly negative signal.

The Form 4 reveals that Director James H. Roth liquidated 2,000 HURN shares for roughly $257k in proceeds (mid-point $128.50). Although executed through a 10b5-1 plan—reducing concern over timing—the sale trims about 4.4% of his direct holdings, leaving a sizeable 47k-share stake. No options were exercised, indicating the sale was purely for liquidity rather than diversification of derivative exposure. From an investor perspective, insider sales typically carry a slight bearish implication, but the limited size relative to his remaining position and the automatic plan mitigate the impact.

Corporate Governance Specialist

TL;DR: Sale via disclosed 10b5-1 plan supports governance transparency; impact neutral.

The transaction complies with Rule 10b5-1, providing a structured defense against insider-trading allegations. Full price-range disclosure and willingness to furnish detailed execution data reflect good governance practices. The director still holds a material equity interest, aligning his incentives with shareholders. Therefore, while any insider sale can raise questions, the procedural safeguards and residual stake suggest minimal governance risk.

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).

X

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^*

Roth James H

(Last) (First) (Middle)

550 WEST VAN BUREN STREET

(Street)

CHICAGO IL 60607

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Huron Consulting Group Inc. [ HURN ]

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)
08/06/2025

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	08/06/2025		S		208(1)	D	$126.76(2)	45,096	D
Common Stock	08/06/2025		S		448(1)	D	$128.29(2)	44,648	D
Common Stock	08/06/2025		S		817(1)	D	$129.23(2)	43,831	D
Common Stock	08/06/2025		S		527(1)	D	$130.07(2)	43,304	D
Common Stock								3,855	I	By Family LLC

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. The reported sale of a total of 2,000 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 8, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.60 - $127.58 for the sale of 208 shares; a range of $127.63 - $128.62 for the sale of 448 shares; a range of $128.64 - $129.63 for the sale of 817 shares; and a range of $129.64 - $130.37 for the sale of 527 shares for a total of 2,000 shares. The undersigned undertakes to provide Huron Consulting Group Inc. ("Huron"), any security holder of Huron or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

Remarks:

	/s/ Hope Katz, Attorney-in-fact for James H. Roth	08/08/2025
	** 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).
** 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

How many HURN shares did Director James H. Roth sell?

He sold 2,000 common shares on 08/06/2025.

At what prices were the HURN shares sold?

Weighted-average prices ranged from $126.76 to $130.07, with detailed ranges disclosed in the filing.

Does the director still own HURN stock after the sale?

Yes. He holds 43,304 shares directly and 3,855 shares indirectly via a family LLC.

Was the transaction part of a 10b5-1 trading plan?

Yes, the sale was executed automatically under a Rule 10b5-1 plan adopted on 05/08/2025.

Were any derivative securities involved?

No derivative securities were acquired or disposed of in this Form 4.