CRA INTERNATIONAL, INC. — Director's Dealing 2021

Aug 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRA INTERNATIONAL, INC. (CRAI)
CIK: 0001053706
Period of Report: 2021-08-12

Reporting Person: Maleh Paul A (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-12	Common Stock	M	1451	$30.97	Acquired	150778	Direct
2021-08-12	Common Stock	M	12318	$21.52	Acquired	163096	Direct
2021-08-12	Common Stock	S	7755	$92.7934	Disposed	155341	Direct
2021-08-12	Common Stock	S	4027	$93.5885	Disposed	151314	Direct
2021-08-12	Common Stock	S	1987	$94.2794	Disposed	149327	Direct
2021-08-13	Common Stock	M	13768	$21.52	Acquired	163095	Direct
2021-08-13	Common Stock	S	3492	$89.9743	Disposed	159603	Direct
2021-08-13	Common Stock	S	7186	$90.6218	Disposed	152417	Direct
2021-08-13	Common Stock	S	2390	$91.3116	Disposed	150027	Direct
2021-08-13	Common Stock	S	700	$92.5554	Disposed	149327	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-12	Nonqualified Stock Option (right to buy)	$30.97	M	1451	Disposed	2021-11-20	Common Stock (1451)	Direct
2021-08-12	Nonqualified Stock Option (right to buy)	$21.52	M	12318	Disposed	2022-11-12	Common Stock (26086)	Direct
2021-08-13	Nonqualified Stock Option (right to buy)	$21.52	M	13768	Disposed	2022-11-12	Common Stock (13768)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (2175.5374)	2175.5374	Direct
Restricted Stock Units	$		Common Stock (3393.5761)	3393.5761	Direct
Restricted Stock Units	$		Common Stock (8607.0746)	8607.0746	Direct
Restricted Stock Units	$		Common Stock (3990.6067)	3990.6067	Direct
Restricted Stock Units	$		Common Stock (6545.1149)	6545.1149	Direct
Restricted Stock Units	$		Common Stock (11402.7816)	11402.7816	Direct
Restricted Stock Units	$		Common Stock (8759.0436)	8759.0436	Direct
Nonqualified Stock Option (right to buy)	$30.96	2023-11-14	Common Stock (20000)	20000	Direct
Nonqualified Stock Option (right to buy)	$44.87	2027-12-18	Common Stock (16304)	16304	Direct
Nonqualified Stock Option (right to buy)	$47.45	2028-12-06	Common Stock (15173)	15173	Direct

Footnotes

F1: This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F2: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $92.31 to $93.21, 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.

F3: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $93.25 to $94.15, 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.

F4: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $94.16 to $94.485, 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.

F5: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $89.61 to $90.31, 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.

F6: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $90.355 to $91.06, 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.

F7: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $91.09 to $92.035, 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.

F8: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $92.10 to $92.87, 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.

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: 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.

F11: The RSUs, which include an aggregate of 137.5374 Dividend Units, vest on December 18, 2021.

F12: The RSUs, which include an aggregate of 214.5761 Dividend Units, vest on December 18, 2021.

F13: The RSUs, which include an aggregate of 275.0746 Dividend Units, vest in three equal annual installments beginning on December 5, 2021.

F14: The RSUs, which include an aggregate of 197.6067 Dividend Units, vest in two equal annual installments beginning on December 6, 2021.

F15: The RSUs, which include an aggregate of 324.1149 Dividend Units, vest in two equal annual installments beginning on December 6, 2021.

F16: The RSUs, which include an aggregate of 77.7816 Dividend Units, vest in four equal annual installments beginning on December 15, 2021.

F17: The RSUs, which include an aggregate of 27.0436 Dividend Units, vest in four equal annual installments beginning on March 22, 2022.