FAIR ISAAC CORP — Director's Dealing 2017

Dec 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FAIR ISAAC CORP (FICO)
CIK: 0000814547
Period of Report: 2017-12-08

Reporting Person: Scadina Mark R (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-08	Common Stock	M	25814	$0.00	Acquired	98804	Indirect
2017-12-08	Common Stock	F	12824	$157.31	Disposed	85980	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-08	Market Share Units	$	A	5784	Acquired		Common Stock (5784)	Direct
2017-12-08	Market Share Units	$	M	5784	Disposed		Common Stock (5784)	Direct
2017-12-08	Market Share Units	$	A	4384	Acquired		Common Stock (4384)	Direct
2017-12-08	Market Share Units	$	M	4384	Disposed		Common Stock (4384)	Direct
2017-12-08	Market Share Units	$	A	2459	Acquired		Common Stock (2459)	Direct
2017-12-08	Market Share Units	$	M	2459	Disposed		Common Stock (2459)	Direct
2017-12-08	Performance Share Units	$	M	2665	Disposed		Common Stock (2665)	Direct
2017-12-08	Performance Share Units	$	M	3656	Disposed		Common Stock (3656)	Direct
2017-12-08	Performance Share Units	$	M	3659	Disposed		Common Stock (3659)	Direct
2017-12-08	Restricted Stock Units	$	M	1644	Disposed		Common Stock (1644)	Direct
2017-12-08	Restricted Stock Units	$	M	1563	Disposed		Common Stock (1563)	Direct
2017-12-08	Restricted Stock Units	$	A	4720	Acquired		Common Stock (4720)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1441.7479	Direct

Footnotes

F1: Shares withheld by Company for payment of taxes due at vesting from earned performance share units, earned market share units, and restricted stock units.

F2: Common stock holdings include ESPP reinvested dividends.

F3: Each earned market share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F4: On December 8, 2014, the reporting person was granted a target award of 8,676 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2015, 2016, 2017. The performance criteria for 2017 were met, resulting in the award of market share units being reported herein.

F5: No expiration date.

F6: On December 8, 2015, the reporting person was granted a target award of 6,576 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2016, 2017, 2018. The performance criteria for 2017 were met, resulting in the award of market share units being reported herein.

F7: On December 8, 2016, the reporting person was granted a target award of 6,250 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2017, 2018, 2019. The performance criteria for 2017 were met, resulting in the award of market share units being reported herein.

F8: Each earned performance share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F9: The performance share units vest in three 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.

F10: Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.

F11: 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.