FAIR ISAAC CORP — Director's Dealing 2012

Dec 14, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FAIR ISAAC CORP (FICO)
CIK: 0000814547
Period of Report: 2012-12-13

Reporting Person: Wehmann James M (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-13	Common Stock	M	4000	—	Acquired	4000	Direct
2012-12-13	Common Stock	F	1308	$41.89	Disposed	2692	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-13	Performance Share Units	$	M	4000	Disposed		Common Stock (4000)	Direct
2012-12-13	Restricted Stock Units	$	A	10000	Acquired		Common Stock (10000)	Direct
2012-12-13	Non-Qualified Stock Option (right to buy)	$41.89	A	30000	Acquired	2019-12-12	Common Stock (30000)	Direct

Footnotes

F1: Each earned performance share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F2: Shares withheld by Company for payment of taxes due at vesting from earned performance share units.

F3: The performance share units vest in four equal annual installments commencing on this date and vested shares will be delivered to the reporting person as soon as practicable thereafter.

F4: No expiration date.

F5: Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F6: The restricted stock units vest in four equal annual installments commencing on this date and vested shares will be delivered to the reporting person as soon as practicable thereafter.

F7: This option vests in four equal annual installments commencing on this date.