Form 4: Fair Isaac CEO Transfers Shares to Estate Planning Trust Under 10b5-1 Plan

Fair Isaac Corp's President and CEO, William J. Lansing, transferred 18,300 shares of common stock to a Grantor Retained Annuity Trust (GRAT) as part of an estate planning strategy.

Summary

• William J. Lansing, President and CEO of Fair Isaac Corp (FICO), reported changes in beneficial ownership.
• On June 16, 2025, Lansing contributed 18,300 shares of Fair Isaac Corporation common stock to the Lansing 2025 Grantor Retained Annuity Trust (GRAT).
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged strategy for the purchase or sale of equity securities.
• Following this transaction, Lansing beneficially owns 313,351 shares indirectly through the Lansing Revocable Trust and 18,300 shares indirectly through the Lansing 2025 Grantor Retained Annuity Trust (GRAT), totaling 331,651 shares.

Sentiment

Score: 6

Explanation: The transaction is a planned estate management activity (GRAT contribution) and not a direct sale for liquidity, which is generally viewed as neutral to slightly positive as it indicates long-term planning by a key executive rather than a loss of confidence.

Positives

• The transaction is a transfer to a trust for estate planning purposes, not an open market sale, which typically indicates a long-term view rather than a negative sentiment towards the company's immediate prospects.
• The transaction was made pursuant to a Rule 10b5-1 plan, indicating a pre-arranged, systematic approach to share management that enhances transparency and reduces potential for insider trading allegations.

Negatives

• No direct negatives are apparent from this specific filing, as the transfer of shares to a GRAT is a planned estate management activity.

Risks

• No specific risks related to the company's operations or financial health are disclosed in this Form 4 filing, which focuses solely on insider ownership changes.

Future Outlook

No forward-looking statements or guidance regarding the company's future performance or strategic outlook are provided in this Form 4 filing.

Management Comments

• No direct quotes or paraphrased statements from company management regarding company performance or strategy are included in this Form 4, which is a factual report of an insider transaction.

Industry Context

This Form 4 filing is specific to an insider transaction at Fair Isaac Corp and does not provide information to analyze broader industry trends or competitors. Insider transactions, particularly for estate planning, are common across all industries.

Comparison to Industry Standards

• This document does not contain information that allows for a comparison of company results to global benchmarks or specific comparable companies/projects. It is a disclosure of an insider's share ownership change.

Corporate Governance

Related Party Transactions

• William J. Lansing, President and CEO, contributed 18,300 shares of common stock to the Lansing 2025 Grantor Retained Annuity Trust (GRAT), which is considered a related party transaction for estate planning purposes.

Stakeholder Impact

• Shareholders: The transaction is a transfer of shares to a trust for estate planning, not an open market sale. It does not directly impact the outstanding share count or market liquidity in the same way a public sale would. It signals long-term planning by a key executive.
• Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders from this specific filing.

Next Steps

• No specific future actions, events, or milestones for the company are mentioned in this Form 4 filing.

Key Dates

Keywords

Fair Isaac Corp, FICO, SEC Form 4, Insider Transaction, Beneficial Ownership, William J. Lansing, Grantor Retained Annuity Trust, GRAT, Estate Planning, Rule 10b5-1