Fair Isaac Corporation

12/11/2024 | Press release | Distributed by Public on 12/11/2024 17:54

Statement of Changes in Beneficial Ownership (Form 4)

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Weber Steven P.
2. Issuer Name and Ticker or Trading Symbol
FAIR ISAAC CORP [FICO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President & CFO
(Last) (First) (Middle)
5 WEST MENDENHALL, SUITE 105
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2024
(Street)
BOZEMAN, MT 59715
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/09/2024 M 2,829 A $ 0 3,403.9613 D
Common Stock 12/09/2024 F 1,393(1) D $2,227.11 2,010.9613 D
Common Stock 12/10/2024 M 365 A $ 0 2,375.9613 D
Common Stock 12/10/2024 F 180(1) D $2,172.69 2,195.9613 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (2) 12/09/2024 A 822 12/09/2025(3) (4) Common Stock 822 $ 0 822 D
Market Share Units (5) 12/09/2024 M 1,128 12/09/2024(6) (4) Common Stock 1,128 $ 0 1,127 D
Performance Share Units (7) 12/09/2024 M 1,128 12/09/2024(8) (4) Common Stock 1,128 $ 0 2,254 D
Restricted Stock Units (2) 12/09/2024 M 423 12/09/2024(3) (4) Common Stock 423 $ 0 1,268 D
Restricted Stock Units (2) 12/09/2024 M 150 12/09/2023(3) (4) Common Stock 150 $ 0 299 D
Restricted Stock Units (2) 12/10/2024 M 201 12/10/2022(3) (4) Common Stock 201 $ 0 200 D
Restricted Stock Units (2) 12/10/2024 M 164 12/10/2021(3) (4) Common Stock 164 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Weber Steven P.
5 WEST MENDENHALL
SUITE 105
BOZEMAN, MT 59715
Executive Vice President & CFO

Signatures

/s/ Carrie H. Darling, Attorney-in-fact 12/11/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares withheld by Company for payment of taxes due at vesting from earned market share units, earned performance share units and restricted stock units.
(2) Each restricted stock unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.
(3) The restricted stock units vest in four equal annual installments commencing on this date and vested shares will be delivered to the reporting person as soon as practicable thereafter.
(4) No expiration date.
(5) Each earned market share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.
(6) The market share units vest in three equal annual installments commencing on this date and one share will be delivered to the reporting person for each vested unit as soon as practicable thereafter.
(7) Each earned performance share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.
(8) The performance share units vest in three equal annual installments commencing on this date and one share will be delivered to the reporting person for each vested unit as soon as practicable thereafter.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.