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Ownership Document |
Schema Version: X0306 |
Document Type: 4 |
Period of Report: 12/18/19 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1053706 |
| Issuer Name: CRA INTERNATIONAL, INC. |
| Issuer Trading Symbol: CRAI |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1701764 |
| | Owner Name: Yellin Jonathan D |
| Reporting Owner Address: |
| | Owner Street 1: 200 CLARENDON STREET |
| | Owner Street 2: |
| | Owner City: BOSTON |
| | Owner State: MA |
| | Owner ZIP Code: 02116 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: EVP and General Counsel |
| | Other Text: |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 12/18/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 306.9111 |
| | | Transaction Price Per Share: |
| Value: 0.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 11,593.9111 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 12/18/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 9.9111 |
| | | Transaction Price Per Share: |
| Value: 53.91 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 11,584 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 12/18/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 88 |
| | | Transaction Price Per Share: |
| Value: 53.91 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 11,496 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 12/18/19 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 306.9111 |
| | | Transaction Price Per Share: |
| Value: 0.00 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F2 |
| | Expiration Date: |
| | | Footnote ID: F2 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 306.9111 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 613.8222 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Exercise Date: |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 1,754 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,754 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Restricted Stock Units |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | Exercise Date: |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Footnote ID: F4 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 1,086.7113 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,086.7113 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Nonqualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 18.48 |
| | Exercise Date: |
| | | Value: 11/19/13 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 11/19/20 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 3,243 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 3,243 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Nonqualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 30.97 |
| | Exercise Date: |
| | | Value: 11/20/14 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 11/20/21 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 2,813 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,813 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Nonqualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 21.52 |
| | Exercise Date: |
| | | Value: 11/12/15 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 11/12/22 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 3,913 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 3,913 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Nonqualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 44.87 |
| | Exercise Date: |
| | | Value: 12/18/17 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 12/18/27 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 2,377 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,377 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Holding: |
| | Security Title: |
| | | Value: Nonqualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 47.45 |
| | Exercise Date: |
| | | Value: 12/6/18 |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Value: 12/6/28 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Stock |
| | | Underlying Security Shares: |
| Value: 2,845 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 2,845 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - 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. |
| Footnote - F2: The remaining RSUs, which include an aggregate of 19.8222 Dividend Units, vest in two equal annual installments beginning on December 18, 2020. |
| Footnote - F3: The RSUs vest in four equal annual installments beginning on December 5, 2020. |
| Footnote - F4: The RSUs, which include an aggregate of 19.7113 Dividend Units, vest in three equal annual installments beginning on December 6, 2020. |
| Footnote - F5: Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant. |
Owner Signature: |
| Signature Name: Delia J. Makhlouta, by power of attorney |
| Signature Date: 12/20/19 |