Form 4: HCKT CFO Roberto Ramirez Acquires Shares

HACKETT GROUP CFO Roberto Ramirez acquired 24,000 shares of common stock through PRSU vesting and disposed of 9,444 shares for tax obligations.

Summary

• Roberto A. Ramirez, Chief Financial Officer of HACKETT GROUP, INC. (HCKT), acquired 24,000 shares of common stock on September 16, 2025.
• The acquisition resulted from the vesting of Performance Restricted Stock Units (PRSUs) granted on September 16, 2024, after achieving the first of three pre-established stock price hurdles and satisfying time-based vesting conditions.
• Following the acquisition, 9,444 shares were disposed of to satisfy tax withholding obligations.
• After these transactions, Mr. Ramirez beneficially owns 137,723 shares of common stock, which includes 16,201 unvested Restricted Stock Units (RSUs).
• A total of 48,000 Performance Restricted Stock Units (PRSUs) remain outstanding, contingent on future stock price hurdles and continued service.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive as it indicates the achievement of performance targets for executive compensation, which is generally a good sign for the company's stock performance. However, it is a routine transaction and does not provide new fundamental insights into the company's operations or future prospects.

Positives

• The vesting of 24,000 Performance Restricted Stock Units indicates the achievement of a pre-established stock price hurdle, suggesting positive company performance relative to compensation targets.
• The transaction aligns executive compensation with shareholder value creation through performance-based equity awards.

Negatives

• A portion of the vested shares (9,444) was disposed of to cover tax withholding obligations, which is a common practice but reduces the direct shareholding.

Risks

• Future vesting of the remaining 48,000 Performance Restricted Stock Units is contingent upon the achievement of additional pre-established stock price hurdles during the Performance Period (ending December 31, 2028).
• Continued service through the second and third anniversaries of the grant date is required for the vesting of PRSUs subject to the second and third stock price hurdles, posing a retention risk.

Future Outlook

Future vesting of the remaining Performance Restricted Stock Units is contingent upon the achievement of additional pre-established stock price hurdles during the performance period and requires continued service through the second and third anniversaries of the grant date.

Industry Context

This Form 4 filing represents a routine insider transaction related to executive compensation, common across publicly traded companies. The vesting of performance-based equity awards is a standard mechanism to align management incentives with shareholder interests, contingent on specific performance metrics, such as stock price hurdles.

Stakeholder Impact

• Shareholders: The vesting of performance-based equity awards indicates that the company has met certain stock price performance hurdles, which is generally positive for shareholder value. It also reinforces the alignment of executive incentives with shareholder interests.
• Employees (specifically the CFO): The transaction represents a realization of compensation tied to performance, providing a financial benefit to the Chief Financial Officer.

Next Steps

• Continued service by the Chief Financial Officer through the second and third anniversaries of the PRSU grant date (September 16, 2024).
• Achievement of the second and third pre-established stock price hurdles for the remaining 48,000 PRSUs to vest.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the vesting of performance-based equity awards and subsequent tax withholding. While the vesting indicates the achievement of prior performance targets, it does not introduce new material information about the company's operational performance, strategic direction, or financial health that would warrant a change in investment recommendation. Such transactions are typically anticipated and priced into the stock.

Keywords

HACKETT GROUP, HCKT, Form 4, Insider Transaction, Executive Compensation, Performance Restricted Stock Units, PRSU, Stock Vesting, Roberto Ramirez, CFO