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FAIR ISAAC CORP Director's Dealing 2013

Dec 17, 2013

30091_dirs_2013-12-17_a53b0497-87f6-4128-b7bd-ea131c18e817.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FAIR ISAAC CORP (FICO)
CIK: 0000814547
Period of Report: 2013-12-13

Reporting Person: Jennings Andrew (Sr. Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-12-13 Common Stock M 3334 Acquired 14357.9965 Indirect
2013-12-13 Common Stock M 1334 Acquired 15691.9965 Indirect
2013-12-13 Common Stock M 1042 Acquired 16733.9965 Indirect
2013-12-13 Common Stock M 2500 Acquired 19233.9965 Indirect
2013-12-13 Common Stock M 834 Acquired 20067.9965 Indirect
2013-12-13 Common Stock F 2435 $57.00 Disposed 17632.9965 Indirect
2013-12-13 Common Stock F 2282 $57.00 Disposed 15350.9969 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-12-13 Performance Share Units $ M 3334 Disposed Common Stock (3334) Direct
2013-12-13 Performance Share Units $ M 1334 Disposed Common Stock (1334) Direct
2013-12-13 Restricted Stock Units $ M 1042 Disposed Common Stock (1042) Direct
2013-12-13 Restricted Stock Units $ M 2500 Disposed Common Stock (2500) Direct
2013-12-13 Restricted Stock Units $ M 834 Disposed Common Stock (834) Direct
2013-12-13 Restricted Stock Units $ A 2908 Acquired Common Stock (2908) 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: Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F3: Shares withheld by Company for payment of taxes due at vesting from earned performance share units.

F4: Shares withheld by Company for payment of taxes due at vesting from restricted stock units.

F5: Includes reinvested dividends from ESPP plan.

F6: The performance share units vest in four equal annual installments commencing on this date and one share will be delivered to the reporting person for each vested unit as soon as practicable thereafter.

F7: No expiration date.

F8: 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.