Form 4: FICO EVP Bowers Vests Performance-Based Equity
Statement of Changes in Beneficial Ownership
Fair Isaac Corp Executive Vice President Thomas A. Bowers acquired 1,857 market share units as performance criteria for 2025 were met.
Summary
- Executive Vice President Thomas A. Bowers of Fair Isaac Corp (FICO) acquired 1,246 market share units (MSUs) on December 3, 2025.
- These MSUs were part of a target award of 1,870 units granted on December 9, 2022, which vest in three equal annual installments.
- The performance criteria for the 2025 period (ending November 30, 2025) related to this grant were successfully met.
- Bowers also acquired 611 market share units (MSUs) on December 3, 2025.
- These additional MSUs were part of a target award of 1,015 units granted on December 9, 2023, also vesting in three equal annual installments.
- The performance criteria for the 2025 period (ending November 30, 2025) related to this second grant were also successfully met.
- Each earned market share unit represents a right to receive one share of Fair Isaac common stock, contingent upon continued employment.
- Following these transactions, Bowers beneficially owns 338 derivative market share units from the 2023 grant.
Sentiment
Score: 7
Explanation: The filing indicates positive performance as executive compensation tied to performance criteria has vested, suggesting the company met its targets for the period.
Positives
- Fair Isaac Corp met its performance criteria for the 2025 period, leading to the vesting of market share units for Executive Vice President Thomas A. Bowers.
- The successful achievement of performance targets indicates strong operational execution by the company.
Future Outlook
The vesting schedule for the 2023 market share unit grant extends through performance periods ending November 30, 2026, contingent on continued employment and future performance criteria.
Industry Context
This filing is a routine disclosure of executive compensation vesting and does not provide broader industry context or competitive analysis.
Stakeholder Impact
- Shareholders: The vesting of performance-based equity indicates that the company met its internal performance targets, which could be viewed positively.
- Employees: Confirms the company's compensation structure for executives is tied to performance, potentially motivating other employees.
Next Steps
- Continued employment of Thomas A. Bowers is required for future vesting of remaining market share units from the 2023 grant.
- Future performance criteria for the 2026 period will determine the vesting of the final installment of the 2023 grant.
Key Dates
| Date | Description |
|---|---|
| 12/09/2022 | Grant date for a target award of 1,870 market share units to Thomas A. Bowers. |
| 12/09/2023 | Grant date for a target award of 1,015 market share units to Thomas A. Bowers. |
| 11/30/2025 | End of performance period for which criteria were met, leading to the vesting of market share units from both the 2022 and 2023 grants. |
| 12/03/2025 | Transaction date for the acquisition of 1,246 and 611 market share units by Thomas A. Bowers. |
| 12/05/2025 | Signature date of the Form 4 filing. |
| 11/30/2026 | Future end of performance period for the 2023 grant's final installment. |
Recommendation
holdThis Form 4 filing details the routine vesting of performance-based equity for an executive, indicating the company met its internal performance criteria for the period. While positive, it is a standard compensation event and does not provide new material information that would significantly alter the investment thesis for Fair Isaac Corp. Therefore, a 'hold' recommendation is appropriate as it confirms ongoing operational performance without presenting new catalysts for a 'buy' or 'sell' decision.
Keywords
Fair Isaac Corp, FICO, Thomas A. Bowers, Market Share Units, Executive Compensation, SEC Form 4, Equity Vesting, Performance Criteria
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