FTI CONSULTING, INC
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 26, 2026
FCN$197.34+1.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| Management’s Report on Internal Control over Financial Reporting | |
|---|---|
| Report of Independent Registered Public Accounting Firm — Internal Control over Financial Reporting | |
| Report of Independent Registered Public Accounting Firm — Consolidated Financial Statements | |
| Notes to Consolidated Financial Statements | |
| (2) | All schedules are omitted as the information is not required or is otherwise provided in the financial statements or notes thereto. |
| (3) | Exhibit Index |
EXHIBIT INDEX
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | Exhibit | Filing Date |
| 3.1 | Articles of Incorporation of FTI Consulting, Inc., as Amended and Restated | 8-K | 99.2 | 05/23/2003 |
| 3.2 | Articles of Amendment dated June 1, 2011 to Charter of FTI Consulting, Inc. | 8-K | 3.1 | 06/02/2011 |
| 3.3 | Bylaws of FTI Consulting, Inc., as Amended and Restated Adopted February 21, 2023 | 8-K | 3.1 | 02/21/2023 |
| 4.1 | Description of Securities | 10-K | 4.3 | 02/25/2020 |
| 10.1^ | Second Amendment and Restatement Agreement, dated as of November 21, 2022, among FTI Consulting, Inc., a Maryland corporation, the Subsidiaries of the Company party hereto, as Guarantors, the Lenders and L/C Issuers party hereto and Bank of America, N.A., as administrative agent | 8-K | 10.1 | 11/22/2022 |
| 10.2^ | Amended and Restated Lease dated as of October 26, 2020 by and between 1166 LLC and FTI Consulting, Inc. | 10-Q | 10.1 | 10/29/2020 |
| 10.3^ | Agreement for Leases, dated November 21, 2025, by and among FTI Consulting, Inc., PNBJ I Limited (the “Landlord”), and FTI Consulting Management Limited | 8-K | 10.1 | 11/26/2025 |
| 10.10† | FTI Consulting, Inc. Deferred Compensation Plan for Key Employees and Non-Employee Directors | DEF 14A | Appendix B | 04/28/2006 |
| 10.10.1† | Form of FTI Consulting, Inc. Deferred Compensation Plan For Key Employees and Non-Employee Directors Restricted Stock Unit Agreement for Non-Employee Directors | S-8 | 99.1 | 06/06/2006 |
| 10.10.2† | Form of FTI Consulting, Inc. Deferred Compensation Plan For Key Employees and Non-Employee Directors Stock Unit Agreement for Non-Employee Directors | S-8 | 99.2 | 06/06/2006 |
| 10.10.3† | FTI Consulting, Inc. Deferred Compensation Plan For Key Employees and Non-Employee Directors Restricted Stock Unit Agreement for Non-Employee Directors Under the Non-Employee Director Compensation Plan, as Amended and Restated Effective as of February 20, 2008 | 10-Q | 10.3 | 05/07/2008 |
| 10.11† | FTI Consulting, Inc. Non-Employee Director Compensation Plan Amended and Restated as of January 1, 2016 | 10-K | 10.70 | 02/25/2016 |
| 10.11.1† | Form of Deferred Restricted Stock Unit Award Agreement for Non-Employee Directors Pursuant to the FTI Consulting, Inc. Non-Employee Director Compensation Plan Amended and Restated as of January 1, 2016 | 10-K | 10.71 | 02/25/2016 |
| 10.11.2† | Form of Restricted Stock Unit Award Agreement for Non-Employee Directors Pursuant to the FTI Consulting, Inc. Non-Employee Director Compensation Plan Amended and Restated as of January 1, 2016 | 10-K | 10.72 | 02/25/2016 |
| 10.11.3† | Form of Restricted Stock [or Restricted Stock Unit] Award Agreement for Non-Employee Directors Pursuant to the FTI Consulting, Inc. Non-Employee Director Compensation Plan Amended and Restated as of January 1, 2016 | 10-K | 10.73 | 02/25/2016 |
| 10.12† | FTI Consulting, Inc. Incentive Compensation Plan | DEF 14A | Appendix A | 04/20/2016 |
| 10.13† | FTI Consulting, Inc. 2009 Omnibus Incentive Compensation Plan, Amended and Restated Effective as of June 3, 2015 | DEF 14A | Appendix A | 04/21/2015 |
| 10.13.1† | Form of Non-Statutory Stock Option Award Agreement under the FTI Consulting, Inc. 2009 Omnibus Incentive Compensation Plan, Amended and Restated Effective as of June 3, 2015 | 10-K | 10.63 | 02/25/2016 |
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | Exhibit | Filing Date |
| 10.13.2† | Form of Incentive Stock Option Award Agreement under the FTI Consulting, Inc. 2009 Omnibus Incentive Compensation Plan, Amended and Restated Effective as of June 3, 2015 | 10-K | 10.64 | 02/25/2016 |
| 10.14† | FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan (Adopted Effective as of June 7, 2017, as Amended Effective as of June 4, 2025) | 8-K | 10.1 | 06/05/2025 |
| 10.14.1† | Form of Executive Long-Term Incentive Pay Restricted Stock Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.2 | 07/27/2017 |
| 10.14.2† | Form of Executive Long-Term Incentive Pay Incentive Stock Option Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.3 | 07/27/2017 |
| 10.14.3† | Form of Executive Long-Term Incentive Pay Performance-Based Restricted Stock Unit Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.4 | 07/27/2017 |
| 10.14.4† | Form of General Restricted Stock Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.5 | 07/27/2017 |
| 10.14.5† | Form of General Restricted Stock Unit Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.6 | 07/27/2017 |
| 10.14.6† | Form of General Incentive Stock Option Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.7 | 07/27/2017 |
| 10.14.7† | Form of General Nonstatutory Stock Option Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.8 | 07/27/2017 |
| 10.14.8† | Form of General Performance-Based Restricted Stock Unit Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.9 | 07/27/2017 |
| 10.14.9† | Form of General Cash Unit Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.10 | 07/27/2017 |
| 10.14.10† | Form of General Cash-Based Stock Appreciation Right Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.11 | 07/27/2017 |
| 10.14.11† | Form of General Cash-Based Performance Unit Award Agreement under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.12 | 07/27/2017 |
| 10.14.12† | Form of Restricted Stock Award Agreement for Non-Employee Directors under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.13 | 07/27/2017 |
| 10.14.13† | Form of Restricted Stock Unit Award Agreement for Non-Employee Directors under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.14 | 07/27/2017 |
| 10.14.14† | Form of Deferred Stock Unit Award Agreement for Non-Employee Directors under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.15 | 07/27/2017 |
| 10.14.15† | Form of Deferred Restricted Stock Unit Award Agreement for Non-Employee Directors under the FTI Consulting, Inc. 2017 Omnibus Incentive Compensation Plan | 10-Q | 10.16 | 07/27/2017 |
| 10.20† | Amended and Restated Employment Agreement, dated December 8, 2025, by and between FTI Consulting, Inc. and Steven H. Gunby | 8-K | 10.1 | 12/09/2025 |
| 10.21† | Offer of Employment Letter dated July 15, 2014, by and between FTI Consulting, Inc. and Paul Linton | 10-Q | 10.4 | 10/30/2014 |
| 10.21.1† | Amendment No. 1 effective as of March 21, 2017 to Offer of Employment Letter dated July 15, 2014, by and between FTI Consulting, Inc. and Paul Linton | 8-K | 10.3 | 03/23/2017 |
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | Exhibit | Filing Date |
| 10.21.2† | Amendment No. 2 effective as of February 28, 2019 to Offer of Employment Letter dated as of July 15, 2014, by and between FTI Consulting, Inc. and Paul Linton | 8-K | 10.3 | 03/04/2019 |
| 10.22† | Status of Employment Letter, dated December 5, 2025, by and between FTI Consulting, Inc. and Holly Paul. | 8-K | 10.2 | 12/09/2025 |
| 10.23† | Employment Letter dated May 14, 2015 between FTI Consulting, Inc. and Curtis Lu | 10-Q | 10.4 | 07/30/2015 |
| 10.23.1† | Amendment No. 1 effective as of March 21, 2017 to Employment Letter dated May 14, 2015, by and between FTI Consulting, Inc. and Curtis Lu | 8-K | 10.4 | 03/23/2017 |
| 10.23.2† | Amendment No. 2 effective as of February 28, 2019 to Offer of Employment Letter dated as of May 14, 2015, by and between FTI Consulting, Inc. and Curtis Lu | 8-K | 10.4 | 03/04/2019 |
| 10.24† | Offer Letter dated as of March 1, 2019, by and between FTI Consulting, Inc. and Brendan Keating | 8-K | 10.1 | 03/07/2019 |
| 14.1 | FTI Consulting, Inc. Code of Ethics and Business Conduct, Amended and Restated Effective as of September 26, 2024 | 8-K | 14.1 | 09/26/2024 |
| 19.1 | Policy on Insider Information and Insider Trading, Amended and Restated Effective February 27, 2023 | 10-Q | 19.1 | 04/27/2023 |
| 21.1* | Subsidiaries of FTI Consulting, Inc. | |||
| 23.1* | Consent of KPMG LLP. | |||
| 31.1* | Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended (Section 302 of the Sarbanes-Oxley Act of 2002) | |||
| 31.2* | Certification of Principal Financial Officer pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as amended (Section 302 of the Sarbanes-Oxley Act of 2002) | |||
| 32.1** | Certification of Principal Executive Officer Pursuant to 18 USC. Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) | |||
| 32.2** | Certification of Principal Financial Officer Pursuant to 18 USC. Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) | |||
| 97.1 | Compensation Recoupment (Clawback) Policy Effective October 2, 2023 | 10-K | 97.1 | 02/22/2024 |
| 101 | The following financial information from the Annual Report on Form 10-K of FTI Consulting, Inc. for the year ended December 31, 2025, included herewith, and formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Comprehensive Income; (iii) Consolidated Statements of Stockholders’ Equity; (iv) Consolidated Statements of Cash Flows; and (v) Notes to the Consolidated Financial Statements, tagged as blocks of text. | |||
| 104 | The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL (included as Exhibit 101). | |||
- Filed herewith.
** Furnished herewith. This certification is deemed not filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
† Management contract or compensatory plan or arrangement.
^ With certain exceptions, annexes, exhibits and schedules (or similar attachments) are not filed. FTI Consulting, Inc. will furnish supplementally a copy of any omitted annex, exhibit or schedule (or similar attachment) to the Securities and Exchange Commission upon request.
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