CRA INTERNATIONAL, INC. — Director's Dealing 2023

Mar 29, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CRA INTERNATIONAL, INC. (CRAI)
CIK: 0001053706
Period of Report: 2023-03-24

Reporting Person: Mahoney Daniel K. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-24	Common Stock	M	1.2430	—	Acquired	8006.243	Direct
2023-03-24	Common Stock	D	1.2430	$107.89	Disposed	8005	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-24	Restricted Stock Units	$	A	3.2358	Acquired		Common Stock (3.2358)	Direct
2023-03-24	Restricted Stock Units	$	A	4.4400	Acquired		Common Stock (4.4400)	Direct
2023-03-24	Restricted Stock Units	$	A	3.7290	Acquired		Common Stock (3.7290)	Direct
2023-03-24	Restricted Stock Units	$	M	1.2430	Disposed		Common Stock (1.2430)	Direct
2023-03-24	Restricted Stock Units	$	A	21.8676	Acquired		Common Stock (21.8676)	Direct
2023-03-24	Restricted Stock Units	$	A	5.8237	Acquired		Common Stock (5.8237)	Direct
2023-03-24	Restricted Stock Units	$	A	4.4702	Acquired		Common Stock (4.4702)	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: Amount reported represents Dividend Units acquired on the RSUs at $107.89 on March 24, 2023. These Dividend Units are payable only in cash.

F3: The RSUs, which include an aggregate of 28.9776 Dividend Units, vest in two equal annual installments beginning on December 15, 2023.

F4: The RSUs, which include an aggregate of 18.0744 Dividend Units, vest in three equal annual installments beginning on March 10, 2024.

F5: The remaining RSUs, which include an aggregate of 19.5366 Dividend Units, vest in two equal annual installments beginning on March 22, 2024.

F6: The RSUs, which include an aggregate of 301.4378 Dividend Units, vest in two equal annual installments beginning on April 3, 2023.

F7: The RSUs, which include an aggregate of 52.1593 Dividend Units, vest in two equal annual installments beginning on December 15, 2023.

F8: The RSUs, which include an aggregate of 35.1617 Dividend Units, vest in two equal annual installments beginning on March 22, 2024.