Form 4: FICO Director Braden R. Kelly Reports Stock Option Grant and RSU Transactions

Director Braden R. Kelly reports the acquisition of stock options and restricted stock units (RSUs) in Fair Isaac Corporation (FICO) on March 5, 2025, alongside the disposition of RSUs.

Summary

• On March 5, 2025, Braden R. Kelly, a director of Fair Isaac Corporation (FICO), reported transactions involving the company's securities.
• Kelly acquired 255 shares of common stock through the vesting of restricted stock units (RSUs) at a price of $0.00.
• Following this transaction, Kelly directly owns 9,787 shares of FICO common stock.
• Kelly also acquired 291 non-qualified stock options with an exercise price of $1,873.01, exercisable immediately and expiring on March 4, 2032.
• Additionally, 171 restricted stock units were granted, vesting on the date of the Corporation's 2026 Annual Shareholder Meeting.
• The reporting person has elected to take his annual cash retainer in the form of stock options pursuant to the Corporation's Compensation Program for Non-Employee Directors.

Sentiment

Score: 6

Explanation: The document is neutral in sentiment as it reports routine insider transactions. The acquisition of shares and options could be seen as a slightly positive signal, but it's primarily an informational filing.

Positives

• The acquisition of stock options and RSUs by a director signals confidence in the company's future performance.
• The director's increased equity stake aligns their interests with those of other shareholders.

Future Outlook

The document does not contain specific forward-looking statements, but the RSU grant vesting in 2026 suggests a continued service requirement for the director.

Management Comments

• The reporting person has elected to take his annual cash retainer in the form of stock options pursuant to the Corporation's Compensation Program for Non-Employee Directors.

Industry Context

This filing is a routine disclosure of insider transactions, which are common in publicly traded companies. It provides transparency into the compensation and equity ownership of company directors.

Comparison to Industry Standards

• Director compensation packages often include a mix of cash, stock options, and restricted stock units to align their interests with shareholders.
• The vesting schedules and exercise prices are typical components of such compensation plans.
• Companies like Equifax and TransUnion, which operate in similar industries, also utilize stock-based compensation for their directors.

Stakeholder Impact

• The transactions have a minor positive impact on shareholders by aligning director interests with company performance.

Key Dates