SEC Form 4 · accession 0001179110-17-013889
CRA INTERNATIONAL, INC. · CRAI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul A Maleh
Officer — President and CEO · Director
Period of report
Nov 6, 2017
Accepted (ET)
Nov 8, 2017 · 5:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001053706
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 6, 2017 | M | 6,650 | $21.43 | A | 116,619 | D | |
| Common StockF2 | Nov 6, 2017 | S | 6,650 | $43.2729 | D | 109,969 | D | |
| Common Stock | Nov 7, 2017 | M | 6,650 | $21.43 | A | 116,619 | D | |
| Common StockF3 | Nov 7, 2017 | S | 6,650 | $43.0408 | D | 109,969 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Nonqualified Stock Option (right to buy)F4 | $21.43 | Nov 6, 2017 | M | 6,650 | D | Nov 8, 2010 | Nov 8, 2017 | Common Stock | 6,650 | 13,259 | D |
| Nonqualified Stock Option (right to buy)F4 | $21.43 | Nov 7, 2017 | M | 6,650 | D | Nov 8, 2010 | Nov 8, 2017 | Common Stock | 6,650 | 6,609 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 3,294 | 3,294 | D |
| Restricted Stock UnitsF5,F7 | — | holding | — | — | — | — | — | Common Stock | 3,249 | 3,249 | D |
| Restricted Stock UnitsF5,F8 | — | holding | — | — | — | — | — | Common Stock | 3,808 | 3,808 | D |
| Restricted Stock UnitsF5,F9 | — | holding | — | — | — | — | — | Common Stock | 3,960 | 3,960 | D |
| Restricted Stock UnitsF5,F10 | — | holding | — | — | — | — | — | Common Stock | 9,934 | 9,934 | D |
| Restricted Stock UnitsF5,F11 | — | holding | — | — | — | — | — | Common Stock | 10,154 | 10,154 | D |
| Nonqualified Stock Option (right to buy)F4 | $21.91 | holding | — | — | — | Nov 14, 2011 | Nov 14, 2018 | Common Stock | 19,200 | 19,200 | D |
| Nonqualified Stock Option (right to buy)F4 | $18.48 | holding | — | — | — | Nov 19, 2013 | Nov 19, 2020 | Common Stock | 25,946 | 25,946 | D |
| Nonqualified Stock Option (right to buy)F4 | $30.97 | holding | — | — | — | Nov 20, 2014 | Nov 20, 2021 | Common Stock | 15,000 | 15,000 | D |
| Nonqualified Stock Option (right to buy)F4 | $21.52 | holding | — | — | — | Nov 12, 2015 | Nov 12, 2022 | Common Stock | 26,086 | 26,086 | D |
| Nonqualified Stock Option (right to buy)F4 | $30.96 | holding | — | — | — | Nov 14, 2016 | Nov 14, 2023 | Common Stock | 20,000 | 20,000 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F10The RSUs, which include an aggregate of 150.8261 Dividend Units, vest in three equal annual installments beginning on November 12, 2017.
- F11The RSUs, which include an aggregate of 154.1715 Dividend Units, vest in four equal annual installments beginning on November 14, 2017.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.015 to $43.515, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.75 to $43.27, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
- F4Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant.
- F5Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock; vested RSUs are payable in the form of cash, shares of the Issuer's common stock or a combination thereof, except as otherwise indicated below. To the extent vested RSUs are paid in shares of the Issuer's common stock, such shares will be delivered to the reporting person as soon as possible after vesting, but in no event later than two and one-half months after the end of the year in which vesting occurs, subject to the collection of withholding taxes. Dividend equivalent rights accrue with respect to unvested RSUs in the form of additional RSUs ("Dividend Units") when and as dividends are paid on the Issuer's common stock, and Dividend Units vest on the same dates and in the same relative proportions as the RSUs on which they accrue.
- F6The RSUs, which include an aggregate of 50.0133 Dividend Units, vest on November 19, 2017.
- F7The RSUs, which include an aggregate of 49.335 Dividend Units, vest on November 19, 2017.
- F8The RSUs, which include an aggregate of 57.8144 Dividend Units, vest in two equal annual installments beginning on November 20, 2017.
- F9The RSUs, which include an aggregate of 60.1268 Dividend Units, vest in two equal annual installments beginning on November 20, 2017.