CRA INTERNATIONAL, INC. — Director's Dealing 2021

Dec 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRA INTERNATIONAL, INC. (CRAI)
CIK: 0001053706
Period of Report: 2021-12-06

Reporting Person: Holmes Chad M (Chief Corp Dev Officer, EVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-06	Common Stock	M	583.4751	$0.00	Acquired	28542.4751	Direct
2021-12-06	Common Stock	D	30.4751	$93.48	Disposed	28512	Direct
2021-12-06	Common Stock	F	262	$93.48	Disposed	28250	Direct
2021-12-06	Common Stock	M	955.9515	$0.00	Acquired	29205.9515	Direct
2021-12-06	Common Stock	D	49.9515	$93.48	Disposed	29156	Direct
2021-12-06	Common Stock	F	429	$93.48	Disposed	28727	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-06	Restricted Stock Units	$	M	583.4751	Disposed		Common Stock (583.4751)	Direct
2021-12-06	Restricted Stock Units	$	M	955.9515	Disposed		Common Stock (955.9515)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (1414.0997)	1414.0997	Direct
Restricted Stock Units	$		Common Stock (545.9760)	545.9760	Direct
Restricted Stock Units	$		Common Stock (851.1012)	851.1012	Direct
Restricted Stock Units	$		Common Stock (2668.7689)	2668.7689	Direct
Restricted Stock Units	$		Common Stock (2050.1624)	2050.1624	Direct
Nonqualified Stock Option (right to buy)	$30.96	2023-11-14	Common Stock (6000)	6000	Direct
Nonqualified Stock Option (right to buy)	$44.87	2027-12-18	Common Stock (4076)	4076	Direct
Nonqualified Stock Option (right to buy)	$47.45	2028-12-06	Common Stock (4425)	4425	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 remaining RSUs, which include an aggregate of 30.4751 Dividend Units, vest on December 6, 2022.

F3: The remaining RSUs, which include an aggregate of 50.0266 Dividend Units, vest on December 6, 2022.

F4: The RSUs, which include an aggregate of 49.0997 Dividend Units, vest in two equal annual installments beginning on December 5, 2022.

F5: The RSUs, which include an aggregate of 35.9760 Dividend Units, vest on December 18, 2021.

F6: The RSUs, which include an aggregate of 56.1012 Dividend Units, vest on December 18, 2021.

F7: The RSUs, which include an aggregate of 25.7689 Dividend Units, vest in four equal annual installments beginning on December 15, 2021.

F8: The RSUs, which include an aggregate of 12.1624 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.