CRA INTERNATIONAL, INC. — Director's Dealing 2021

Mar 31, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRA INTERNATIONAL, INC. (CRAI)
CIK: 0001053706
Period of Report: 2021-03-26

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-26	Restricted Stock Units	$	A	2.0327	Acquired		Common Stock (2.0327)	Direct
2021-03-26	Restricted Stock Units	$	A	3.1687	Acquired		Common Stock (3.1687)	Direct
2021-03-26	Restricted Stock Units	$	A	7.8953	Acquired		Common Stock (7.8953)	Direct
2021-03-26	Restricted Stock Units	$	A	4.3446	Acquired		Common Stock (4.3446)	Direct
2021-03-26	Restricted Stock Units	$	A	7.1259	Acquired		Common Stock (7.1259)	Direct
2021-03-26	Restricted Stock Units	$	A	9.9362	Acquired		Common Stock (9.9362)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27600	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (2038)	2038	Direct
Nonqualified Stock Option (right to buy)	$30.97	2021-11-20	Common Stock (5625)	5625	Direct
Nonqualified Stock Option (right to buy)	$21.52	2022-11-12	Common Stock (7826)	7826	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 RSUs, which include an aggregate of 32.7371 Dividend Units, vest on December 18, 2021.

F3: The RSUs, which include an aggregate of 51.0521 Dividend Units, vest on December 18, 2021.

F4: The RSUs, which include an aggregate of 61.0512 Dividend Units, vest in three equal annual installments beginning on December 5, 2021.

F5: The RSUs, which include an aggregate of 54.0274 Dividend Units, vest in two equal annual installments beginning on December 6, 2021.

F6: The RSUs, which include an aggregate of 88.6236 Dividend Units, vest in two equal annual installments beginning on December 6, 2021.

F7: The RSUs, which include an aggregate of 9.9362 Dividend Units, vest in four equal annual installments beginning on December 15, 2021.

F8: The RSUs 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.