CRA INTERNATIONAL, INC. — Director's Dealing 2021

Dec 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRA INTERNATIONAL, INC. (CRAI)
CIK: 0001053706
Period of Report: 2021-12-10

Reporting Person: Yellin Jonathan D (EVP and General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-10	Common Stock	M	1.2316	$0.00	Acquired	14775.2316	Direct
2021-12-10	Common Stock	D	1.2316	$94.28	Disposed	14774	Direct
2021-12-10	Common Stock	M	2.0226	$0.00	Acquired	14776.0226	Direct
2021-12-10	Common Stock	D	2.0226	$94.28	Disposed	14774	Direct
2021-12-10	Common Stock	M	1.4954	$0.00	Acquired	14775.4954	Direct
2021-12-10	Common Stock	D	1.4954	$94.28	Disposed	14774	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-10	Restricted Stock Units	$	A	2.4667	Acquired		Common Stock (2.4667)	Direct
2021-12-10	Common Stock	$	M	1.2316	Disposed		Common Stock (1.2316)	Direct
2021-12-10	Restricted Stock Units	$	A	4.0452	Acquired		Common Stock (4.0452)	Direct
2021-12-10	Common Stock	$	M	2.0226	Disposed		Common Stock (2.0226)	Direct
2021-12-10	Restricted Stock Units	$	A	4.4828	Acquired		Common Stock (4.4828)	Direct
2021-12-10	Common Stock	$	M	1.4954	Disposed		Common Stock (1.4954)	Direct
2021-12-10	Restricted Stock Units	$	A	1.0454	Acquired		Common Stock (1.0454)	Direct
2021-12-10	Restricted Stock Units	$	A	1.6333	Acquired		Common Stock (1.6333)	Direct
2021-12-10	Restricted Stock Units	$	A	6.8928	Acquired		Common Stock (6.8928)	Direct
2021-12-10	Restricted Stock Units	$	A	5.2957	Acquired		Common Stock (5.2957)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonqualified Stock Option (right to buy)	$44.87	2027-12-18	Common Stock (2377)	2377	Direct
Nonqualified Stock Option (right to buy)	$47.45	2028-12-06	Common Stock (2845)	2845	Direct

Footnotes

F1: Each 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.

F2: The RSUs, which include an aggregate of 20.8538 Dividend Units (excluding any Dividend Units disposed of as reported herein), vest on December 6, 2022.

F3: The RSUs, which include an aggregate of 34.1519 Dividend Units (excluding any Dividend Units disposed of as reported herein), vest on December 6, 2022.

F4: The RSUs, which include an aggregate of 34.5336 Dividend Units (excluding any Dividend Units disposed of as reported herein), vest in two equal annual installments beginning on December 5, 2022.

F5: The RSUs, which include an aggregate of 21.9963 Dividend Units, vest on December 18, 2021.

F6: The RSUs, which include an aggregate of 34.3814 Dividend Units, vest on December 18, 2021.

F7: The RSUs, which include an aggregate of 27.1328 Dividend Units, vest in four equal annual installments beginning on December 15, 2021.

F8: The RSUs, which include an aggregate of 14.8501 Dividend Units, vest in four equal annual installments beginning on March 22, 2022.

F9: Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant.

F10: Amount reported represents Dividend Units acquired on the RSUs at $94.28 on December 10, 2021. These Dividend Units are payable only in cash.