Fair Isaac Corporation

12/09/2024 | Press release | Distributed by Public on 12/09/2024 16:30

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 *
Wehmann James M
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
(Last) (First) (Middle)
5 WEST MENDENHALL, SUITE 105 		3. Date of Earliest Transaction (Month/Day/Year)
12/05/2024
(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 12/05/2024 S 100 D $2,359.55 48,795 D
Common Stock 12/05/2024 S 96 D $2,361.77 48,699 D
Common Stock 12/05/2024 S 100 D $2,364.11(1) 48,599 D
Common Stock 12/05/2024 S 261 D $2,365.1592(2) 48,338 D
Common Stock 12/05/2024 S 165 D $2,366.4061(3) 48,173 D
Common Stock 12/05/2024 S 196 D $2,367.9008(4) 47,977 D
Common Stock 12/05/2024 S 105 D $2,369.2727(5) 47,872 D
Common Stock 12/05/2024 S 173 D $2,370.0727(6) 47,699 D
Common Stock 12/05/2024 S 201 D $2,371.5662(7) 47,498 D
Common Stock 12/05/2024 S 256 D $2,372.8617(8) 47,242 D
Common Stock 12/05/2024 S 205 D $2,374.4793(9) 47,037 D
Common Stock 12/05/2024 S 113 D $2,375.2882(10) 46,924 D
Common Stock 12/05/2024 S 281 D $2,376.4999(11) 46,643 D
Common Stock 12/05/2024 S 45 D $2,377.265 46,598 D
Common Stock 12/05/2024 S 479 D $2,378.7378(12) 46,119 D
Common Stock 12/05/2024 S 426 D $2,379.8088(13) 45,693 D
Common Stock 12/05/2024 S 100 D $2,381.2 45,593 D
Common Stock 12/05/2024 S 100 D $2,386.2 45,493 D
Common Stock 12/05/2024 S 98 D $2,394.47 45,395 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
Market Share Units (14) 12/05/2024 A 3,566(15) 12/10/2024 (18) Common Stock 3,566 $ 0 0 D
Market Share Units (14) 02/05/2024 A 2,492(16) 12/09/2024 (18) Common Stock 2,492 $ 0 1,246 D
Market Share Units (14) 02/05/2024 A 1,354(17) 12/09/2024 (18) Common Stock 1,354 $ 0 1,353 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wehmann James M
5 WEST MENDENHALL, SUITE 105
BOZEMAN, MT 59715 		Executive Vice President

Signatures

/s/ Carrie H. Darling, Attorney-in-fact 12/09/2024
**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) This transaction was executed in multiple trades at prices ranging from $2,363.21 to $2,364.21. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(2) This transaction was executed in multiple trades at prices ranging from $2,364.81 to $2,365.62. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(3) This transaction was executed in multiple trades at prices ranging from $2,365.97 to $2,366.8450. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(4) This transaction was executed in multiple trades at prices ranging from $2,367.3650 to $2,368.3150. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(5) This transaction was executed in multiple trades at prices ranging from $2,368.85 to $2,369.63. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(6) This transaction was executed in multiple trades at prices ranging from $2,369.86 to $2,370.55. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(7) This transaction was executed in multiple trades at prices ranging from $2,371.1250 to $2,372.08. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(8) This transaction was executed in multiple trades at prices ranging from $2,372.26 to $2,373.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(9) This transaction was executed in multiple trades at prices ranging from $2,374.07 to $2,375.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(10) This transaction was executed in multiple trades at prices ranging from $2,375.1250 to $2,375.4825. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(11) This transaction was executed in multiple trades at prices ranging from $2,376.23 to $2,376.94. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(12) This transaction was executed in multiple trades at prices ranging from $2,378.29 to $2,379.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(13) This transaction was executed in multiple trades at prices ranging from $2,379.32 to $2,380.00. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
(14) Each earned market share unit represents a right to receive one share of Fair Isaac common stock contingent upon continued employment.
(15) On December 10, 2021, the reporting person was granted a target award of 5,350 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2022, 2023, 2024. The performance criteria for 2024 were met, resulting in the award of market share units being reported herein.
(16) On December 9, 2022, the reporting person was granted a target award of 3,739 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2023, 2024, 2025. The performance criteria for 2024 were met, resulting in the award of market share units being reported herein.
(17) On December 9, 2023, the reporting person was granted a target award of 2,030 market share units. The award vests in three equal annual installments from the grant date based on the Company's satisfaction of certain performance criteria for each of the performance periods ending November 30, 2024, 2025, 2026. The performance criteria for 2024 were met, resulting in the award of market share units being reported herein.
(18) No expiration date.
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.