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CRA INTERNATIONAL, INC.

For the period ended Jan 3, 2026. Filed Feb 26, 2026.

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About this filing

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.

FY2026 · Filed Feb 26, 2026

CRAI$197.41-0.1%Stored close · as of Nov 9, 2026

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Contents

Notes to Consolidated Financial Statements

  1. Summary of Significant Accounting Policies

Description of Business

CRA International, Inc. ("CRA" or the "Company") is a worldwide leading consulting services firm that applies advanced analytic techniques and in-depth industry knowledge to complex engagements for a broad range of clients. CRA offers services intwo broad areas: litigation, regulatory, and financial consulting and management consulting. CRA operates inone business segment. CRA operates its business under its registered trade name, Charles River Associates.

Fiscal Year and Quarters

CRA's fiscal year end is the Saturday nearest December 31 of each year. CRA's fiscal years periodically contain 53 weeks rather than 52 weeks. Fiscal 2025 was a 53-week year, fiscal 2024 and fiscal 2023 were 52-week years. CRA's fiscal quarter ends are determined as the last Saturday nearest the respective calendar quarter end.

Basis of Presentation

The consolidated financial statements include the accounts of CRA International, Inc. and its wholly-owned subsidiaries (collectively the "Company") which require consolidation, after the elimination of intercompany accounts and transactions.

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make significant estimates and judgments that affect the reported amounts of assets and liabilities, as well as the related disclosure of contingent assets and liabilities, at the date of the financial statements, and the reported amounts of consolidated revenues and expenses during the reporting period. Estimates in these consolidated financial statements include, but are not limited to, allowances for accounts receivable and unbilled services, revenue recognition on fixed-price contracts, variable consideration to be included in the transaction price of revenue contracts, the useful life of long-lived assets, measurement of operating lease right-of-use ("ROU") assets and liabilities, share-based compensation, valuation of contingent consideration liabilities, valuation of acquired intangible assets, goodwill, accrued and deferred income taxes, valuation allowances on deferred tax assets, accrued incentive compensation, and certain other accrued expenses. These items are monitored and analyzed by CRA for changes in facts and circumstances, and material changes in these estimates could occur in the future. Changes in estimates are recorded in the period in which they become known. CRA bases its estimates on historical experience and various other assumptions that CRA believes to be reasonable under the circumstances. Actual results may differ from those estimates if CRA's assumptions based on past experience or other assumptions do not turn out to be substantially accurate.

Cash and Cash Equivalents

CRA considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash equivalents consist principally of money market funds with original maturities of three months or less when purchased.

Concentrations of Credit Risk

CRA holds cash in accounts at various third-party financial institutions. At times, these deposits may exceed federally insured limits. As of January 3, 2026, CRA's cash accounts were concentrated attwo financial institutions, which potentially exposes CRA to credit risks. The financial institutions are creditworthy and the Company has not experienced any losses related to such accounts. CRA does not believe that there is significant risk of non-performance by the financial institutions, and its cash on deposit is fully liquid. CRA continually monitors the credit ratings of the institutions.

Foreign Currency Translation

Asset and liability accounts of CRA's foreign subsidiaries are translated into U.S. Dollars at reporting period-end exchange rates and operating accounts are translated at average exchange rates for each fiscal month. The resulting translation adjustments are recorded in shareholders' equity as a component of accumulated other comprehensive income (loss). Foreign currency transactions are remeasured at current exchanges rates, with adjustments recorded as foreign currency gains (losses),

FS-9 net, on the consolidated statements of operations. These foreign currency transactions may be realized or unrealized based upon whether the transaction has settled as of the reporting period-end. The net effect of transaction gains and losses recorded in income before provision for income taxes amounted to losses of $1.2 million for fiscal 2025, losses of $0.1 million for fiscal 2024, and losses of $1.4 million for fiscal 2023.

Revenue Recognition and Allowances for Accounts Receivable and Unbilled Services

Revenue is recognized when CRA satisfies a performance obligation by transferring services promised in a contract to a client in an amount that reflects the consideration that CRA expects to receive in exchange for those services. Performance obligations in CRA's contracts represent distinct or separate service streams that CRA provides to clients. If, at the outset of an arrangement, CRA determines that an enforceable contract does not exist, revenues are deferred until all criteria for an enforceable contract are met.

CRA derives substantially all of its revenues from the performance of professional services for its clients. The contracts that CRA enters into and operates under specify whether the engagement will be billed on a time-and-materials basis or a fixed-price basis.

Time-and-materials arrangements require the client to pay based on the number of hours worked at contractually agreed-upon hourly rates. Revenues are recognized from these arrangements based on hours incurred and contracted rates based on a right-to-payment for services completed to date. When a time-and-materials arrangement has a "cap" or "limit" amount, revenue is recognized up to the cap or limit amount specified by the client, based on the efforts or hours incurred and expenses incurred. Thereafter, revenue is reserved pending an amendment of the cap or limit.

Fixed-price arrangements require the client to pay a contractually agreed-upon fee in exchange for a pre-established set of professional services. Fees are based on estimates of the costs and timing for completing a performance obligation. Under fixed-price arrangements, revenues are generally recognized using a proportional performance method, which is based on the ratio of costs incurred to the total estimated costs for completing a performance obligation. CRA's fixed-price arrangements generally have a single performance obligation. For arrangements that contain multiple performance obligations, the fixed price is allocated based on the estimated relative standalone selling prices of the promised services underlying each performance obligation.

CRA has elected as a practical expedient to not disclose the aggregate amount of the transaction price allocated to unsatisfied performance obligations as of January 3, 2026 and December 28, 2024, as CRA's contracts have an original expected duration of one year or less or revenue has been recognized at the amount for which CRA has the right to invoice for consulting services performed.

Reimbursable expenses, including those relating to travel, out-of-pocket expenses, outside consultants and other third-party vendor expenses, are generally included in revenues, and an equivalent amount of reimbursable expenses is included in costs of services in the period in which the expense is incurred. Sales, value-added, and other taxes collected on behalf of third parties are excluded from revenue.

Differences between the timing of billing and the recognition of revenue are recognized as either unbilled services or deferred revenues. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable retention agreement.

CRA usually issues invoices to its customers on a monthly basis, and payment is usually due upon receipt of the invoice unless contract terms state otherwise. When determining the transaction price of a contract, an adjustment is made if payment from a customer occurs either significantly before or significantly after performance, resulting in a significant financing component. CRA does not assess whether a significant financing component exists if the period between when it performs its obligations under the contract and when the customer pays is one year or less. None of CRA's contracts contained a significant financing component as of January 3, 2026 or December 28, 2024.

Contract Balances from Contracts with Customers

The timing of revenue recognition, billings, and cash collections results in accounts receivables, unbilled services, and contract liabilities on the consolidated balance sheet.

FS-10

CRA defines contract assets as assets for which it has recorded revenue because it determines that it is probable that it will earn a performance-based or contingent fee, but is not yet entitled to receive a fee because certain events, such as completion of the measurement period or client approval, must occur.

CRA defines contract liabilities as advance payments from or billings to its clients for services that have not yet been performed or earned. When consideration is received, or such consideration is unconditionally due from a customer prior to transferring consulting services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after performance obligations have been satisfied and all revenue recognition criteria have been met. Contract liabilities are included in deferred revenue and other liabilities on the consolidated balance sheet.

Variable Consideration

Variable consideration to be included in the transaction price is estimated using the expected value method. Variable consideration is included in the transaction price if it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Revenues from CRA's consulting services are recorded at the net transaction price, which includes estimates of variable consideration for which reserves are established. Variable consideration reserves are based on specific price concessions and those expected to be extended to CRA clients estimated by CRA's historical realization rates. Reserves for variable consideration are recorded as a component of the allowances for accounts receivable and unbilled services on the consolidated balance sheet. Actual amounts of consideration ultimately received may differ from CRA's estimates. If actual results in the future vary from its estimates, CRA adjusts these estimates in the period such variances become known. Adjustments to the reserves for variable consideration are included in revenues in the consolidated statement of operations.

Reserves for Credit Risk

CRA's accounts receivable and unbilled services consist of receivables from a broad range of clients in a variety of industries located throughout the U.S. and in other countries. CRA performs a credit evaluation of its clients to minimize its collectability risk. Periodically, CRA will require advance payment, in the form of a retainer, from certain clients. However, CRA does not require collateral or other security.

CRA maintains allowances for accounts receivable and unbilled services for estimated losses resulting from clients’ failure to make required payments. CRA estimates these allowances based on historical charge-off rates, adjusted for days of sales outstanding and expected changes to clients’ financial conditions during the anticipated collection period. CRA writes off allowances when management determines the balance is uncollectible and all efforts of collection have been exhausted. Bad debt expense, net of recoveries of previously written off allowances, is recorded as a component of selling, general and administrative expenses in the consolidated statement of operations.

Costs of Services

Costs of services include the salaries, bonuses, share-based compensation expense, forgivable loan amortization, and benefits of our employee consultants. Costs of services also include out-of-pocket and other third-party vendor expenses, and the salaries of support staff whose time is billed directly to clients, such as librarians, editors, and programmers, as well as the amounts billed to us by our outside consultants for services rendered while completing a project. Costs of services does not include depreciation and amortization.

Selling, General and Administrative Expenses

Selling, general and administrative expenses include salaries, bonuses, share-based compensation expense, and benefits of our administrative and support staff, commissions to non-employee experts for generating new business, office rent, marketing, and other costs.

Deferred Compensation

CRA accounts for performance-based and service-based cash awards using an accrual method where changes in estimates or the forgiveness of the principal amount of loans are recorded as compensation expense over the remaining service period. To the extent the terms of an award attribute all or a portion of the expected future benefits to a period of service greater than one year, the cost of those benefits is accrued over the employee's or non-employee's requisite service period in a systematic and rational manner.

FS-11

The requisite service period ranges fromtwo toeight years starting with the employee's employment date or non-employee's affiliation date. For an employee or non-employee consultant currently affiliated with us, the requisite service period generally begins at the start of the award's measurement period and when compliance is met with certain contractual requirements. A recipient of such an award is expected to be employed by or affiliated with us for the entire measurement period. If the recipient's employment or affiliation with us terminates during the measurement period, the amount paid will be determined in accordance with the recipient's specific contract provisions.

The terms of award agreements may include the achievement of minimum required financial targets over the award's measurement period. These financial targets may include a measure of revenue generation, profitability, or both. The amount of the liability of the award agreements is estimated based on internally generated financial projections or sourced revenue. The process of projecting these financial targets over the measurement period is highly subjective and requires significant judgment and estimates. There can be no assurance that the estimates and assumptions used in preparing these projections will prove to be accurate.

Leases

CRA is a lessee under certain operating leases for office space and equipment. CRA determines whether a contract is a lease at the inception of the contract, based on whether the contract provides CRA the right to control the use of a physically distinct asset or substantially all of the capacity of an asset. At the commencement date, operating lease liabilities and ROU assets are recognized in the consolidated balance sheet. Lease liabilities are based on the present value of lease payments over the lease term, discounted using an incremental borrowing rate specific to the underlying asset. ROU assets are equal to the lease liability, adjusted for payments made to the lessor prior to the lease commencement date and lease incentives received, such as tenant improvement allowances. CRA estimates its incremental borrowing rate for each leased asset based on the interest rate CRA would incur to borrow an amount equal to the lease payments on a collateralized basis over a similar term in a similar economic environment. CRA recognizes rent expense for its operating leases on a straight-line basis over the term of the lease.

CRA classifies as short-term leases any leases with an initial noncancellable term of twelve months or less that do not include an option to purchase the underlying asset that CRA is reasonably certain to exercise. ROU assets and lease liabilities related to short-term leases are excluded from the consolidated balance sheet.

CRA leases office space and equipment. CRA's equipment leases are generally short-term. CRA's office space leases have remaining lease terms betweenone andnine years, many of which include one or more options to extend the term for periods of up tofive years for each option. Certain office space leases contain options to terminate the lease early, which may include a penalty for exercising the option. Many of the termination options require notice within a specified period, after which the option is no longer available to CRA if not exercised. The extension options and termination options may be exercised at CRA's sole discretion. CRA does not consider in the measurement of ROU assets and lease liabilities an option to extend or terminate a lease if CRA is not reasonably certain to exercise the option. As of January 3, 2026, CRA has not included any options to extend or terminate in its measurement of ROU assets or lease liabilities. Certain of CRA's office space leases impose asset retirement obligations due to office modifications or the periodic redecoration of the premises. These obligations are included in deferred compensation and other non-current liabilities on the consolidated balance sheet and are recorded at a value based on their estimated discounted cash flows.

Many of CRA's office space leases include fixed and variable payments. Variable payments relate to real estate taxes, sales or use taxes, insurance, operating expenses, and common area maintenance, which are usually billed at actual amounts incurred proportionate to CRA's rented square feet of the building. Variable payments that do not depend on an index or rate are expensed by CRA as they are incurred and are not included in the measurement of the lease liability.

Many of CRA's leases contain both lease and non-lease components. For office space leases, lease and non-lease components are accounted for as a single component. For equipment leases, fixed and variable payments are allocated to each component relative to observable or estimated standalone prices. CRA measures its variable lease costs as the portion of variable payments that are allocated to lease components.

Goodwill

Goodwill represents the excess of the purchase price of acquired businesses over the estimated fair value of the identifiable net assets acquired. Goodwill is tested annually for impairment as of October 15 and if events or changes in

FS-12 circumstances indicate that the carrying value may not be recoverable. CRA assesses goodwill at the reporting unit level. For CRA's fiscal 2025 goodwill impairment analysis, it operated asone reporting unit, which is its consulting services.

The annual goodwill impairment test may use a qualitative or quantitative assessment. In performing the qualitative assessment, CRA considers various factors, such as macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, changes in management or key personnel, a sustained decrease in share price, and factors specific to the reporting unit. In performing the quantitative assessment, CRA compares the estimated value of its reporting unit to its net book value to identify potential impairment. CRA estimates the fair value of its consulting business reporting unit utilizing its market capitalization plus an appropriate control premium. Market capitalization is determined by multiplying CRA's shares outstanding by the market price of its common stock. CRA determines the control premium utilizing data from publicly available premium studies for the trailing four quarters for public company transactions in its industry group. If the estimated fair value of the reporting unit is less than its net book value, goodwill is impaired.

Intangible Assets

Intangible assets are comprised of customer relationship intangibles, which are separable from goodwill and have determinable useful lives. CRA's intangible assets are valued separately and amortized over their estimated useful lives using the straight-line method.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is calculated using the straight-line method based on the estimated useful lives of approximately three years for computer equipment, three toten years for computer software, andten years for furniture and fixtures. Amortization of leasehold improvements is calculated using the straight-line method over the shorter of the lease term or the estimated useful life of the leasehold improvements. Expenditures for maintenance and repairs are expensed as incurred. Expenditures for renewals and betterments are capitalized.

Debt Issuance Costs

CRA records its debt issuance costs related to its revolving credit facility as an asset and amortizes the costs over the term of the credit agreement using the straight-line method. Debt issuance costs in the amount of $0.2 million and $0.1 million are included in prepaid expenses and other current assets, and other assets, respectively, in the consolidated balance sheets as of January 3, 2026. Debt issuance costs in the amount of $0.2 million and $0.4 million are included in prepaid expenses and other current assets, and other assets, respectively, in the consolidated balance sheets as of December 28, 2024.

Impairment of Long-Lived Assets

CRA reviews the carrying value of its long-lived assets (primarily property and equipment, finite-lived intangible assets, and ROU assets) to assess the recoverability of these assets whenever events or circumstances indicate that impairment may have occurred. Factors CRA considers important that could trigger an impairment review include, among others, the following:

a significant underperformance relative to expected historical or projected future operating results;

a significant decrease in the market price of a long-lived asset (asset group);

a significant change in the manner of CRA's use of the acquired asset or the strategy for CRA's overall business;

a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset (asset group);

an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group);

a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset (asset group);

a current expectation that, more likely than not, a long-lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life; and

a significant negative industry or economic trend.

FS-13

If CRA determines that an impairment review is required, CRA would review the expected future undiscounted cash flows to be generated by the assets or asset groups. If CRA determines that the carrying value of long-lived assets or asset groups may not be recoverable, CRA would measure any impairment based on a projected discounted cash flow method using a discount rate determined by CRA to be commensurate with the risk inherent in CRA's current business model. If impairment is indicated through this review, the carrying amount of the assets would be reduced to their estimated fair value.

Fair Value of Financial Instruments

ASC Topic 820, Fair Value Measurement, establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement), then the lowest priority to unobservable inputs (Level 3 measurement).

CRA's financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses, are carried at cost, which approximates their fair value because of the short-term maturity of these instruments or because their stated interest rates are indicative of market interest rates.

Income Taxes

CRA records income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized based on estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases. CRA includes in the estimate of deferred tax assets and liabilities an estimate of the realizable benefits from operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

CRA is required to establish a valuation allowance on its deferred tax assets to reflect the likelihood of realization. Significant management judgment is required in determining deferred tax assets and liabilities and any valuation allowance recorded against its net deferred tax assets. The weight of all available evidence is evaluated to determine whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The decision to record a valuation allowance requires varying degrees of judgment based upon the nature of the item giving rise to the deferred tax asset. If, after a valuation allowance is recorded, it is determined that CRA would be able to realize deferred tax assets in the future in excess of their net recorded amount, CRA would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

CRA's effective tax rate may vary from period to period based on changes in estimated taxable income or loss; changes to the valuation allowance; changes to federal, state, or foreign tax laws; future expansion into areas with varying country, state, and local income tax rates; deductibility of certain costs; uncertain tax positions; expenses by jurisdiction; and results of acquisitions or dispositions.

The calculation of CRA's tax liabilities involves dealing with uncertainties in the application of complex tax regulations in several different tax jurisdictions. CRA is periodically reviewed by domestic and foreign tax authorities. These reviews include questions regarding the timing and amount of deductions and the allocation of income among various tax jurisdictions. CRA accounts for uncertainties in income tax positions in accordance with ASC Topic 740, Income Taxes. The number of years with open tax audits varies depending on the tax jurisdiction.

CRA has elected to recognize the tax on global intangible low-taxed income ("GILTI") as a period expense in the period the tax is incurred. As such, CRA has included its GILTI provision associated with current-year operations solely within the estimated annual effective tax rate and has not provided additional GILTI on deferred items.

FS-14

Share-Based Compensation

CRA accounts for equity-based compensation using a fair value based recognition method. Under the fair value recognition requirements of ASC Topic 718, Compensation-Stock Compensation ("ASC Topic 718"), share-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as expense over the requisite service period of the award. For those awards that are deemed probable of vesting, CRA recognizes the estimated fair value as expense over the requisite service period of the award. The amount of share-based compensation expense recognized at any date must at least equal the portion of grant date value of the award that is vested at that date. In accordance with ASC Topic 718, for time-vesting restricted stock units awarded to employees, CRA estimates share-based compensation cost at the grant date based on the fair value of the restricted stock units and awards and recognizes the cost for awards that are probable of vesting over the requisite service period on a straight-line basis. Performance-vesting restricted stock units are expensed using the graded attribution method. The forfeiture rate is based upon historical experience. CRA believes its historical experience is an appropriate indicator of future forfeitures.

Common Stock and Equity

Equity transactions consist primarily of the repurchase by CRA of its common stock under its share repurchase program and the recognition of compensation expense and issuance of common stock under CRA’s 2006 Equity Incentive Plan. The Company repurchases its common stock under its share repurchase program in open market purchases (including through any Rule 10b5-1 plan adopted by CRA) or in privately negotiated transactions in accordance with applicable insider trading and other securities laws and regulations.

The purchase price of common stock is first charged against available paid-in capital (“PIC”) until PIC is exhausted, after which the purchase price is charged to retained earnings. CRA’s common stock has no par value. All shares repurchased have been retired.

Net Income (Loss) Per Share

CRA computes basic net income or loss per share utilizing the two-class method, whereby net earnings are allocated to each class of common stock and participating security as if all the net earnings for the period had been distributed. Under the two-class method, basic net income or loss per share is computed by dividing net income or loss allocated to common stock by the weighted-average number of common shares outstanding. CRA's participating securities consist of unvested share-based payment awards that contain a nonforfeitable right to receive dividends. Potentially dilutive shares are excluded from the basic net income or loss per share calculation.

CRA computes diluted net income or loss per share utilizing the more dilutive of either the two-class method or the treasury stock method. Under the two-class method, diluted net income or loss per share is computed by dividing net income or loss by the sum of the weighted-average number of shares determined from the basic earnings per share computation and the number of common stock equivalents that would have a dilutive effect. Under the treasury stock method, the weighted average number of common shares outstanding is increased by the potentially dilutive common shares. Potentially dilutive shares are related to our restricted stock, stock options, time-vesting RSUs, and performance-vesting RSUs. To the extent that there is a net loss, CRA assumes all common stock equivalents to be anti-dilutive, and they are excluded from diluted weighted-average shares outstanding.

Recent Accounting Standards

Income Taxes (Topic 740): Improvements to Income Tax Disclosures

On January 3, 2026, CRA retrospectively adopted Accounting Standards Update ("ASU") No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires disclosure of specific categories in the rate reconciliation, provides additional information for reconciling items that meet a quantitative threshold, discloses the amount of income taxes paid disaggregated by federal, state, foreign taxes, and individual jurisdiction. ASU 2023-09 also requires income

FS-15

(or loss) from continuing operations before income tax expense (or benefit) disaggregated between domestic and foreign and income tax expense (or benefit) from continuing operations disaggregated by federal (national), state, and foreign.

Recent Accounting Standards Not Yet Adopted

Interim Reporting (Topic 270): Narrow‑Scope Improvements

In December 2025, the FASB issued ASU 2025‑11, Interim Reporting (Topic 270): Narrow‑Scope Improvements (“ASU 2025‑11”). The ASU is intended to improve the navigability of interim reporting guidance by clarifying when Topic 270 applies, enhancing the organization of required interim disclosures, and providing additional direction on the form and content of interim financial statements. The amendments introduce a disclosure principle requiring entities to disclose events occurring after the end of the most recent annual reporting period that have a material impact on the entity. The ASU also compiles a comprehensive list of interim disclosures currently required under GAAP, without expanding or reducing existing requirements.

ASU 2025‑11 is effective for interim periods within annual reporting periods beginning after December 15, 2027, for public business entities, with early adoption permitted. CRA is evaluating the impact of the amendments and does not expect them to materially affect its interim reporting, as the changes primarily clarify existing disclosure requirements.

Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses("ASU 2024-03"). The ASU requires disclosure, in the notes to the financial statements, specified information about certain costs and expenses including employee compensation, depreciation, and intangible asset amortization.

ASU 2024-03, further clarified in ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense

Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date is effective for CRA for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. CRA expects the adoption of this ASU will have no impact on its financial position or its results of operations, but will result in additional disclosures.

  1. Revenues and Allowances

The contracts CRA enters into and operates under specify whether the projects are billed on a time-and-materials or a fixed-price basis. Time-and-materials contracts are typically used for litigation, regulatory, and financial consulting projects while fixed-price contracts are principally used for management consulting projects. In general, project costs are classified in costs of services and are based on the direct salary of CRA's employee consultants on the engagement, plus all direct expenses incurred to complete the project, including any amounts billed to CRA by its non-employee experts.

Disaggregation of Revenue

The following tables disaggregate CRA's revenue by type of contract and geographic location (in thousands):

Year EndedYear EndedYear Ended
Type of ContractJanuary 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Consulting services revenues:
Fixed-price$130,552$126,657$113,983
Time-and-materials621,031560,757509,993
Total$751,583$687,414$623,976

Revenues have been attributed to locations based on the location of the legal entity generating the revenues.

FS-16

Year EndedYear EndedYear Ended
Geographic BreakdownJanuary 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Consulting services revenues:
United States$602,208$558,803$493,923
United Kingdom101,21186,53394,445
Other48,16442,07835,608
Total$751,583$687,414$623,976

Reserves for Variable Consideration and Credit Risk

Revenues from CRA's consulting services are recorded at the net transaction price, which includes estimates of variable consideration for which reserves are established. Variable consideration reserves are based on specific price concessions and those expected to be extended to CRA customers estimated by CRA's historical realization rates. Reserves for variable consideration are recorded as a component of the allowances for accounts receivable and unbilled services on the consolidated balance sheet. Adjustments to the reserves for variable consideration are included in revenues on the consolidated statements of operations.

CRA also maintains allowances for accounts receivable and unbilled services for estimated losses resulting from clients’ failure to make required payments. Under ASC Topic 326, Financial Instruments—Credit Losses, CRA estimates allowances based on historical charge-off rates, adjusted for days sales outstanding and expected changes to clients’ financial conditions during the anticipated collection period. Bad debt expense, net of recoveries of previously written off allowances, is recorded as a component of selling, general and administrative expenses on the consolidated statement of operations.

A rollforward of the variable consideration and doubtful accounts reserves for accounts receivable, which includes allowances for doubtful accounts of $1.8 million and $1.1 million as of January 3, 2026 and December 28, 2024, respectively, is as follows (in thousands):

Fiscal YearFiscal Year
20252024
Balance at beginning of fiscal year$5,659$4,335
Increases to reserves, net of recoveries7,1555,355
Amounts written off and foreign currency translation(6,150)(4,031)
Balance at end of fiscal year$6,664$5,659

A rollforward of the variable consideration and doubtful accounts reserves for unbilled services is as follows (in thousands):

Fiscal YearFiscal Year
20252024
Balance at beginning of fiscal year$1,411$1,629
Increases to reserves, net of recoveries8,40410,565
Amounts written off and foreign currency translation(8,326)(10,783)
Balance at end of fiscal year$1,489$1,411

FS-17

The following table presents CRA's bad debt expense, net of recoveries of previously written off allowances (in thousands):

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Bad debt expense (recovery), net$746$534$533

Reimbursable Expenses

Revenues also include reimbursements for costs incurred by CRA in fulfilling its performance obligations, including those relating to travel, out-of-pocket expenses, outside consultants and other third-party vendor expenses. CRA recovers substantially all of these costs. The following expenses are subject to reimbursement (in thousands):

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Reimbursable expenses$72,506$65,739$65,277

Contract Balances from Contracts with Customers

The timing of revenue recognition, billings, and cash collections results in accounts receivables, unbilled services, and contract liabilities in the consolidated balance sheet. Revenues recognized for services performed, but not yet billed to clients, are recorded as unbilled services. The following table presents the open and closing balances of CRA's accounts receivable, net and unbilled services, net (in thousands):

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Accounts receivable, net$183,264$162,293$142,729
Unbilled services, net$65,598$57,255$56,827

CRA defines contract assets as assets for which it has recorded revenue because it determines that it is probable that it will earn a performance-based or contingent fee, but is not yet entitled to receive a fee because certain events, such as completion of the measurement period or client approval, must occur. The contract assets balance was immaterial as of January 3, 2026, December 28, 2024 and December 30, 2023.

When consideration is received, or such consideration is unconditionally due from a customer prior to transferring consulting services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after performance obligations have been satisfied and all revenue recognition criteria have been met. Contract liabilities are included in deferred revenue and other liabilities in the consolidated balance sheet. The following table presents the closing balances of CRA's contract liabilities (in thousands):

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Contract liabilities$9,008$7,340$6,037

CRA recognized the following revenue that was included in the contract liabilities balance as of the opening of the respective period or for performance obligations satisfied in previous periods (in thousands):

FS-18

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024(52 weeks)December 30,2023 (52 weeks)
Amounts included in contract liabilities at the beginning of the fiscal year$7,159$5,885$6,700
Performance obligations satisfied in previous fiscal years$3,165$3,607$2,912
  1. Forgivable Loans

In order to attract and retain highly skilled professionals, CRA may issue forgivable loans to employees and non-employee experts, certain of which may be denominated in local currencies. A portion of these loans is collateralized. The forgivable loans have terms that are generally betweentwo andeight years with interest rates currently between 0.43% and 5.12%. The principal amount of forgivable loans and accrued interest is forgiven by CRA over the term of the loans, so long as the employee or non-employee expert continues employment or affiliation with CRA and complies with certain contractual requirements. During fiscal years 2025, 2024 and 2023 there wereno balances due under these loans for which the full principal and interest were not forgiven or not collected upon termination of employment or affiliation with CRA. The forgiveness of the principal amount of the loans is recorded as compensation over the service period, which is consistent with the term of the loans.

The following table presents forgivable loan activity for the respective periods (in thousands):

Fiscal YearFiscal Year
20252024
Beginning balance$55,492$53,941
Advances87,90945,494
Repayments(1,933)(2,761)
Reclassifications from accrued expenses or to other assets (1)(2,203)(9,989)
Amortization (2)(32,721)(31,055)
Effects of foreign currency translation453(138)
Ending balance$106,997$55,492
Current portion of forgivable loans$16,726$6,535
Non-current portion of forgivable loans$90,271$48,957

(1)Relates to the reclassification of performance awards previously recorded as accrued expenses or forgivable loans that have been reclassified to other receivables.

(2)During the fiscal years ended January 3, 2026 and December 28, 2024, approximately $1.1 million and $5.7 million, respectively, of amortization was accelerated due to terminations.

  1. Leases

The components of CRA's lease expenses, which are included in the consolidated statements of operations, are as follows (in thousands):

Year EndedYear EndedYear Ended
January 3,2026(53 weeks)December 28,2024 (52 weeks)December 30,2023(52 weeks)
Operating lease cost$19,597$19,156$18,783
Short-term lease cost428327371
Variable lease cost9,1957,9236,960
Total lease cost$29,220$27,406$26,114

The following table presents summary information for CRA's lease terms and discount rates for its operating leases:

FS-19

January 3,2026December 28,2024December 30,2023
Weighted average remaining lease term—operating leases5.5 years5.7 years5.8 years
Weighted average discount rate—operating leases4.3%3.9%3.6%

At January 3, 2026, CRA had the following maturities of lease liabilities related to office space, all of which are under non-cancellable operating leases (in thousands):

Fiscal YearOperating LeaseCommitments
2026$20,595
202723,310
202818,347
202916,771
203012,757
Thereafter18,438
Total lease payments110,218
Less: imputed interest(16,986)
Total$93,232

Certain of our operating leases have terms that impose asset retirement obligations due to office modifications or the periodic redecoration of the premises, which are included in accrued expenses and deferred compensation and other non-current liabilities in our consolidated balance sheet. As of January 3, 2026 and December 28, 2024, these redecoration and asset retirement obligations were approximately $2.6 million and $2.4 million, respectively.

As of January 3, 2026, CRA had no additional operating leases that had not yet commenced.

  1. Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for fiscal 2025 and fiscal 2024 are as follows (in thousands):

Fiscal YearFiscal Year
20252024
Goodwill$165,630$165,882
Accumulated goodwill impairment(71,893)(71,893)
Goodwill, net at beginning of fiscal year93,73793,989
Foreign currency translation adjustment981(252)
Goodwill, net at end of fiscal year$94,718$93,737

Goodwill, net at January 3, 2026, is comprised of goodwill of $166.6 million and accumulated impairment of $71.9 million. There wereno impairment losses related to goodwill during fiscal 2025, fiscal 2024, or fiscal 2023.

Intangible assets that are separable from goodwill and have determinable useful lives are valued separately and amortized using the straight-line method over their expected useful lives. There were no impairment losses related to intangible assets during fiscal 2025, fiscal 2024, or fiscal 2023.

The components of acquired identifiable intangible assets are as follows (in thousands):

January 3, 2026 · December 28, 2024
Useful Life (in years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Customer relationships1015,300(9,614)5,68615,300(8,084)7,216

FS-20

As a result of an asset acquisition in CRA's intellectual property practice, CRA recognized $1.5 million of intangible assets related to customer relationships during the second quarter of fiscal 2024. Amortization expense related to intangible assets was $1.5 million, $1.5 million, and $1.4 million for fiscal 2025, fiscal 2024, and fiscal 2023, respectively. Amortization of intangible assets held at January 3, 2026 for the next five fiscal years and thereafter is expected to be as follows (in thousands):

Fiscal YearAmortizationExpense
2026$1,530
2027774
2028708
2029708
2030708
Thereafter1,258
$5,686
  1. Property and Equipment

Property and equipment consist of the following (in thousands):

January 3,2026December 28,2024
Computer, office equipment, and software$37,295$36,497
Leasehold improvements66,09165,639
Furniture17,23117,306
Total cost120,617119,442
Accumulated depreciation and amortization(83,904)(74,237)
Total property and equipment, net$36,713$45,205

Depreciation expense was $12.4 million, $10.1 million, and $10.0 million in fiscal 2025, fiscal 2024, and fiscal 2023, respectively.

Long-lived assets by geographic location are as follows (in thousands):

Geographic BreakdownJanuary 3,2026December 28,2024
Long-lived assets (property and equipment, net):
United States$30,138$37,676
United Kingdom3,4974,112
Other3,0783,417
Total long-lived assets (property and equipment, net)$36,713$45,205
  1. Accrued Expenses

Accrued expenses consist of the following (in thousands):

January 3,2026December 28,2024
Compensation and related expenses$192,397$167,899
Performance awards21,278159
Direct project accruals2,2752,236
Other7,51011,119
Total accrued expenses$223,460$181,413

FS-21

As of January 3, 2026 and December 28, 2024, approximately $161.5 million and $144.2 million, respectively, of accrued bonuses for fiscal 2025 and fiscal 2024 were included above in "Compensation and related expenses".

  1. Income Taxes

The components of income before provision for income taxes are as follows (in thousands):

Year EndedYear EndedYear Ended
January 3,2026 (53 weeks)December 28,2024 (52 weeks)December 30,2023(52 weeks)
Income before provision for income taxes:
U.S.$59,514$51,549$41,238
Foreign17,05914,69311,050
Total$76,573$66,242$52,288

The provision (benefit) for income taxes consists of the following (in thousands):

Year EndedYear EndedYear Ended
January 3,2026 (53 weeks)December 28,2024 (52 weeks)December 30,2023(52 weeks)
Currently payable:
Federal$14,391$12,747$11,544
Foreign4,4913,9592,796
State4,6365,7484,101
Total current expense23,51822,45418,441
Deferred:
Federal(1,490)(2,295)(2,963)
Foreign(396)146(1,041)
State159(716)(630)
Total deferred expense (benefit)(1,727)(2,865)(4,634)
Total tax expense$21,791$19,589$13,807

FS-22

A reconciliation of CRA's tax rates with the federal statutory rate is as follows:

Year Ended · Year Ended · Year Ended
January 3,2026 · December 28,2024 · December 30,2023
U.S. federal statutory tax rate$16,08021.0%$13,91121.0%$10,98021.0%
State and local income taxes, net of federal income tax effect (1) (2) (3)3,4284.53,7765.72,7555.3
Foreign tax effects
Brazil
Changes in valuation allowance————(788)(1.5)
Other23—28—(300)(0.6)
Other foreign jurisdictions4900.79931.55221.0
Effect of cross border tax laws(628)(0.8)(477)(0.7)(414)(0.8)
Nontaxable or nondeductible items
Executive compensation1,6252.19981.58741.7
Other4150.51890.31630.3
Changes in unrecognized tax benefits3520.52010.3(35)(0.1)
Other adjustments6—(30)—500.1
Effective tax rate$21,79128.5%$19,58929.6%$13,80726.4%

(1)For the fiscal year ended January 3, 2026, state taxes in California, New York, and Illinois made up the majority (greater than 50%) of the tax effect in this category.

(2)For the fiscal year ended December 28, 2024, state taxes in California, Massachusetts, and New York made up the majority (greater than 50%) of the tax effect in this category.

(3)For the fiscal year ended December 30, 2023, state taxes in California, Massachusetts, and Illinois made up the majority (greater than 50%) of the tax effect in this category.

The components of CRA's deferred tax assets and liabilities are as follows (in thousands):

January 3,2026December 28,2024
Deferred tax assets:
Accrued compensation and related expense$21,969$20,679
Allowance for doubtful accounts2,7592,324
Net operating loss carryforwards800693
Lease liabilities23,80826,627
Foreign exchange and other498540
Total gross deferred tax assets49,83450,863
Less: valuation allowance—(2)
Total deferred tax assets, net of valuation allowance49,83450,861
Deferred tax liabilities:
Goodwill and other intangible asset amortization6,6116,109
Right-of-Use assets19,79421,311
Property and equipment5,2986,912
Prepaids and other8981,068
Total deferred tax liabilities32,60135,400
Net deferred tax assets$17,233$15,461

FS-23

At January 3, 2026, CRA had foreign net operating loss carryforwards of $2.4 million with indefinite life, an increase of $0.4 million from the prior fiscal year-end. The change in the total valuation allowance for the current fiscal year was immaterial.

The aggregate changes in the balances of gross unrecognized tax benefits were as follows (in thousands):

Fiscal Year · Fiscal Year
2025 · 2024
Balance at beginning of period$735$—
Additions for tax positions taken during prior years276
Additions for tax positions taken during the current year342459
Reductions as a result of a lapse of the applicable statutes of limitations——
Balance at end of the period$1,077$735

CRA files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. CRA adjusts its unrecognized tax benefits and the associated interest in light of changing facts and circumstances. A number of years may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, CRA believes that its unre cognized tax benefits reflect the most likely outcome. At the end of fiscal 2025, accrued interest for uncertain tax positions was immaterial. CRA's total unrecognized tax benefit at the end of fiscal 2025 is $1.1 million. Settlement of any particular position could require the use of cash. Of the total $1.1 million balance at the end of fiscal 2025, a favorable resolution would result in $0.6 million being recognized as a reduction to the effective income tax rate in the period of resolution. There are no unrecognized tax benefits expected to reverse in the next twelve months.

The number of years with open tax audits varies depending on the tax jurisdiction. CRA's major taxing jurisdiction is the United States where CRA is no longer subject to U.S. federal examinations by the Internal Revenue Service for years before fiscal 2022. Within the significant states where CRA is subject to income tax, CRA is no longer subject to examinations by state taxing authorities before fiscal 2021. CRA's United Kingdom ("U.K.") subsidiary's corporate tax returns are no longer subject to examination by His Majesty's Revenue and Customs for years before fiscal 2024.

If amounts are repatriated from certain of our foreign subsidiaries, CRA could be subject to deferred taxes that are a consequence of foreign exchange translation from earnings that are no longer considered permanently reinvested. CRA considers all other undistributed earnings to be indefinitely reinvested. Foreign withholding taxes, estimated to be $0.7 million, have not been recorded for these foreign subsidiaries.

  1. Share-Based Compensation

CRA recorded approximately $5.9 million, $5.3 million, and $4.4 million of compensation expense for fiscal 2025, fiscal 2024, and fiscal 2023, respectively, for share-based awards consisting of, shares of restricted stock, time-vesting restricted stock units, and performance-vesting restricted stock units issued to employees and directors, based on their respective estimated grant date fair values. Performance-vesting restricted stock units are expensed using the graded attribution method.

Share-based Compensation Plans. As of January 3, 2026, CRA's active equity-based compensation plans consist of its 2006 Equity Plan, and its 1998 Employee Stock Purchase Plan (the "1998 ESPP"), a tax-qualified plan under Section 423 of the Internal Revenue Code. CRA has a long-term incentive program, or "LTIP," which is used as a framework for grants made under the 2006 Equity Plan to its senior corporate leaders, practice leaders and key revenue generators. Under the LTIP, participants have received a mixture of stock options, time-vesting restricted stock units, and performance-vesting restricted stock units. The LTIP is designed to reward CRA's senior corporate leaders, practice leaders and key revenue generators and provide them with the opportunity to share in the long-term growth of CRA.

2006 Equity Plan: Maximum and Available Shares. The 2006 Equity Plan authorizes the grant of a variety of incentive and performance awards to CRA's directors, employees and non-employee experts, including stock options, shares of restricted stock, restricted stock units, and other equity awards. The shares available for grant under the 2006 Equity Plan as of January 3, 2026 was 548,322.

FS-24

Stock Options. A summary of option activity during fiscal 2025 from the 2006 Equity Plan is as follows:

OptionsWeightedAverageExercisePriceWeighted AverageRemainingContractualTermAggregateIntrinsicValue
(in thousands)
Outstanding at December 28, 202445,200$46.15$6,359
Fiscal 2025:
Granted—$—
Exercised—$—$—
Expired—$—
Forfeited—$—$—
Outstanding at January 3, 202645,200$46.152.44$6,977
Option exercisable at January 3, 202645,200$46.152.44$6,977
Vested or expected to vest at January 3, 202645,200$46.152.44$6,977

There wereno stock options granted in fiscal 2025, fiscal 2024, and fiscal 2023. CRA determines the weighted average fair market value for stock options granted using the Black-Scholes option-pricing model. Generally, the risk-free interest rate is based on U.S. Treasury interest rates with corresponding terms consistent with the expected life of the stock options. Expected volatility and expected life are based on CRA's historical experience. Expected dividend yield is determined based on CRA's annualized dividend rate per share, as a percentage of average market price of the common stock, on each dividend payment date. The forfeiture rate is based upon historical experience. CRA believes its historical experience is an appropriate indicator of future forfeitures.

No stock options were exercised in fiscal 2025 and fiscal 2024. The aggregate intrinsic value of stock options exercised in fiscal 2023 was approximately $1.5 million.

There wereno stock options that vested during fiscal 2025, fiscal 2024, and fiscal 2023. As of January 3, 2026, there wasno unrecognized compensation cost, net of expected forfeitures, related to non-vested stock options granted. Options granted during or prior to fiscal 2016 expire on the seventh anniversary of the date of grant. Options granted during or after fiscal 2017 expire on the tenth anniversary of the date of grant.

Restricted Stock. CRA grants shares of restricted stock, which are subject to the execution of a restricted stock agreement, under its 2006 Equity Incentive Plan. Generally, shares of restricted stock vest infour equal annual installments beginning on the first anniversary of the date of grant. Total unrecognized compensation cost, net of expected forfeitures, related to shares of restricted stock as of January 3, 2026 was $1.7 million, which is expected to be recognized over a weighted-average period of 2.7 years. The forfeiture rate of 0.9% used for shares of restricted stock was based upon historical experience. CRA believes its historical experience is an appropriate indicator of future forfeitures.

The following table provides a roll-forward of the shares of restricted stock under the 2006 Equity Incentive Plan over fiscal 2025:

Shares of Restricted Stock
Number ofSharesWeighted-AverageGrant DateFair Value
Non-vested at December 28, 202417,909$119.30
Granted4,872$179.51
Vested(7,926)$107.56
Forfeited—$—
Non-vested at January 3, 202614,855$145.31

FS-25

The total fair value of shares of restricted stock that vested during fiscal 2025, fiscal 2024, and fiscal 2023 was $0.9 million, $0.8 million, and $0.7 million, respectively.

Time-Vesting RSUs. CRA grants time-vesting restricted stock units, which are subject to the execution of a restricted stock unit agreement, under its 2006 Equity Incentive Plan. Generally, time-vesting restricted stock units vest infour orfive equal annual installments beginning on the first anniversary of the date of grant. Total unrecognized compensation cost, net of expected forfeitures, related to time-vesting restricted stock units as of January 3, 2026 was $2.1 million, which is expected to be recognized over a weighted-average period of 2.5 years. The forfeiture rate of 3.2% used for time-vesting restricted stock units was based upon historical experience. CRA believes its historical experience is an appropriate indicator of future forfeitures.

The following table provides a roll-forward of the time-vesting restricted stock units under the 2006 Equity Incentive Plan over fiscal 2025:

Time-VestingRestricted Stock Units
Number ofUnitsWeighted-AverageGrant DateFair Value
Non-vested at December 28, 202448,392$102.97
Granted11,074$187.86
Vested(19,456)$88.66
Forfeited(3,681)$137.61
Non-vested at January 3, 202636,329$133.01

The total fair value of time-vesting restricted stock units that vested during fiscal 2025, fiscal 2024, and fiscal 2023 was $1.7 million, $1.8 million, and $1.6 million, respectively.

Performance-Vesting RSUs. CRA grants performance-vesting restricted stock units ("PRSUs"), which are subject to the execution of a restricted stock unit agreement, under its 2006 Equity Incentive Plan. Generally, achievement of performance measures for PRSUs are based on atwo-year performance period, after which the units determined based on this achievement will vest three-fourths in the first year following the performance period and one-fourth on the fourth anniversary of the date of grant. Beginning with the 2023 grant, fifty percent will vest in the first year following the performance period and one-fourth on the fourth and fifth anniversaries of the date of the grant. Performance periods and vesting schedules may vary based on the terms of individuals grants. The number of units determined based on the achievement of a PRSUs performance measures generally ranges from 50% to 150% of the PRSUs' target number of units, though achievement ranges may vary by grant.

For PRSUs awarded to employees, CRA estimates share-based compensation cost at the grant date based on the fair value of the award and recognizes the cost over the requisite service period using the graded attribution method.

The following table provides a roll-forward of the performance-vesting restricted stock units under the 2006 Equity Incentive Plan over fiscal 2025. For purposes of this table, granted PRSUs are counted based on the maximum number of units that could vest upon achievement of the PRSUs' performance conditions which equaled 150% of the PRSU's target number of units beginning with 2022 grants and 125% of the PRSUs' target number of units for all grants issued prior to 2022.

Performance-VestingRestricted Stock Units
Number ofUnitsWeighted-AverageGrant DateFair Value
Non-vested at December 28, 202468,548$118.95
Granted17,069$188.52
Vested(19,560)$89.56
Forfeited(9,277)$115.91
Non-vested at January 3, 202656,780$150.48

FS-26

1998 ESPP. In fiscal 1998, CRA adopted the 1998 ESPP, a tax-qualified plan under Section 423 of the Internal Revenue Code. The 1998 ESPP authorizes the issuance of up to an aggregate of 243,000 shares of common stock to participating employees at a purchase price equal to 85% of fair market value on either the first or the last day of theone-year offering period under the plan. In fiscal 2025, fiscal 2024, and fiscal 2023, there were no offering periods under this plan andno shares were issued. As of January 3, 2026, there were 211,777 shares available for grant under the 1998 ESPP.

  1. Net Income Per Share

CRA calculates basic earnings per share using the two-class method. CRA calculates diluted earnings per share using the more dilutive of either the two-class method or treasury stock method. The two-class method was more dilutive for fiscal 2025, fiscal 2024, and fiscal 2023.

Under the two-class method, net earnings are allocated to each class of common stock and participating security as if all the net earnings for the period had been distributed. CRA's participating securities consist of unvested share-based payment awards that contain a nonforfeitable right to receive dividends and therefore are considered to participate in undistributed earnings with common shareholders. Net earnings allocable to these participating securities were not material for fiscal 2025, fiscal 2024, and fiscal 2023.

The following table presents the calculation of basic and diluted net income per share (in thousands, except per share data):

Year EndedYear EndedYear Ended
January 3,2026December 28,2024December 30,2023
Numerator:
Net income — basic$54,782$46,653$38,481
Less: net income attributable to participating shares101127136
Net income — diluted$54,681$46,526$38,345
Denominator:
Weighted average shares outstanding — basic6,6416,8217,008
Effect of dilutive stock options and restricted stock units7387110
Weighted average shares outstanding — diluted6,7146,9087,118
Net income per share:
Basic$8.23$6.82$5.48
Diluted$8.14$6.74$5.39

Certain share-based awards were anti-dilutive because their exercise price exceeded the average market price over the respective period. The following table presents the anti-dilutive share-based awards that were excluded from the calculation of common stock equivalents for purposes of computing diluted weighted average shares outstanding (in thousands):

Year EndedYear EndedYear Ended
January 3,2026December 28,2024December 30,2023
Anti-dilutive share-based awards excluded117
  1. Fair Value of Financial Instruments

ASC Topic 820, Fair Value Measurements and Disclosures, establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurement), then priority to quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market (Level 2 measurement), then the lowest priority to unobservable inputs (Level 3 measurement).

FS-27

As of January 3, 2026 and December 28, 2024, CRA did not have any financial instruments measured at fair value on a recurring basis.

The contingent consideration liability pertained to estimated future contingent consideration payments related to the acquisition of bioStrategies Group, Inc. during fiscal 2022. The following table summarizes the changes in the contingent consideration liability (in thousands):

Fiscal YearFiscal Year
20252024
Beginning balance$—$190
Remeasurement of acquisition-related contingent consideration—(190)
Accretion——
Ending balance$—$—
  1. Credit Agreement

CRA is party to a Credit Agreement, dated as of August 19, 2022 (as amended, the "Credit Agreement") with Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and with Citizens Bank, N.A., as a letter of credit issuing bank. The Credit Agreement provides CRA with a $250.0 million revolving credit facility, which may be decreased at CRA's option to $200.0 million during the period from July 16 in a year through January 15 in the next year. Additionally, for the period from January 16 to July 15 of each calendar year, CRA may elect to not increase the revolving credit facility to $250.0 million. The revolving credit facility includes a $25.0 million sublimit for the issuance of letters of credit.

CRA may use the proceeds of the revolving credit loans under the Credit Agreement for general corporate purposes and may repay any borrowings under the revolving credit facility at any time, but any borrowings must be repaid no later than August 19, 2027. Borrowings under the revolving credit facility bear interest at a rate per annum equal to one of the following rates, at CRA's election, plus an applicable margin as described below: (i) in the case of borrowings in U.S. dollars, the Base Rate (as defined in the Credit Agreement), (ii) in the case of borrowings in U.S. dollars, a rate based on Term SOFR (as defined in the Credit Agreement) for the applicable interest period, (iii) in the case of borrowings in Euros, EURIBOR (as defined in the Credit Agreement) for the applicable interest period, (iv) in the case of borrowings in Pounds Sterling, a daily rate based on SONIA (as defined in the Credit Agreement), (v) in the case of borrowings in Canadian Dollars, Term CORRA (as defined in the Credit Agreement) for the applicable interest period, (vi) in the case of borrowings in Swiss Francs, a daily rate based on SARON (as defined in the Credit Agreement), or (vii) in the case of borrowings in any other Alternate Currency (as defined in the Credit Agreement), the relevant daily or term rate determined as provided in the Credit Agreement. The applicable margin on borrowings based on the Base Rate varies within a range of 0.25% to 1.00% depending on CRA's consolidated net leverage ratio, and the applicable margin on borrowings based on any of the other rates described above varies within a range of 1.25% to 2.00% depending on CRA's consolidated net leverage ratio.

CRA is required to pay a fee on the amount available to be drawn under any letter of credit issued under the revolving credit facility at a rate per annum that varies between 1.25% and 2.00% depending on CRA's consolidated net leverage ratio. In addition, CRA is required to pay a fee on the unused portion of the revolving credit facility at a rate per annum that varies between 0.175% and 0.250% depending on CRA's consolidated net leverage ratio.

Under the Credit Agreement, CRA must comply with various financial and non-financial covenants. The primary financial covenants consist of a maximum consolidated net leverage ratio of 3.0 to 1.0 and a minimum consolidated interest coverage ratio of 2.5 to 1.0. The primary non-financial covenants include, but are not limited to, restrictions on CRA's ability to incur future indebtedness, engage in acquisitions or dispositions, pay dividends or repurchase capital stock, and enter into business combinations. Any indebtedness outstanding under the revolving credit facility may become immediately due upon the occurrence of stated events of default, including CRA's failure to pay principal, interest or fees, or upon the breach of any covenant. As of January 3, 2026, CRA was in compliance with the covenants of the Credit Agreement.

There was $34.0 million in borrowings outstanding under the revolving credit facility as of January 3, 2026. As of January 3, 2026, the amount available under the revolving credit facility was reduced by certain letters of credit outstanding, which amounted to $3.8 million. CRA has chosen to classify the revolver as a current liability in its consolidated balance sheet, as CRA has the intent to repay the amount within 12 months after the balance sheet date.

FS-28

  1. Employee Benefit Plans

CRA maintains a qualified defined contribution 401(k) plan, which covers substantially all of its U.S. employees. Under the plan, participants are entitled to make pre-tax and/or Roth post-tax contributions up to the annual maximums established by the Internal Revenue Service. Under the plan, participants are also entitled to make after-tax contributions up to $20,000 per calendar year. CRA matches a certain percentage of participant contributions pursuant to the terms of the plan, which contributions are limited to a percentage of the participant’s eligible compensation. CRA made contributions related to the plan of $4.9 million, $4.6 million and $4.5 million for fiscal 2025, fiscal 2024, and fiscal 2023, respectively.

CRA also maintains several defined contribution pension plans for its employees in the U.K. and other foreign countries. CRA made contributions related to these plans of $1.6 million, $1.6 million and $1.5 million for fiscal 2025, fiscal 2024, and fiscal 2023, respectively.

  1. Segment Reporting

CRA manages its business globally withinone operating segment, professional and consulting services, in accordance with ASC Topic 280, Segment Reporting. Financial information is provided to and evaluated regularly by the chief operating decision maker, which is our Chief Executive Officer. Segment information is consistent with how management reviews the business, makes investing and resource allocation decisions and assesses operating performance.

CRA derives revenues by providing professional and consulting services to clients on economic, financial, litigation, and regulatory matters. We support corporate clients and attorneys with high-quality research, analysis, and expert testimony in a wide range of litigation and regulatory proceedings. In addition to litigation support, our management consulting services leverage our expertise in economics, finance, and business analysis to assist clients with strategy development, performance improvement, corporate strategy, and market analysis. We serve clients across a broad spectrum of industries, including blockchain and cryptocurrency, communications and media, consumer products, health and wellness, energy, entertainment and leisure, financial services, healthcare, life sciences, manufacturing and industrials, natural resources, retail and distribution, technology, and transportation. Our services encompass key areas such as finance, accounting, economics, insurance, and forensic accounting, including investigations.

The accounting policies of the professional and consulting services segment are the same as those described in Note 1. The chief operating decision maker assesses performance for the professional and consulting services segment and decides how to allocate resources based on consolidated net income that is also reported in the consolidated statement of operations as net income. The measure of segment assets is reported in the consolidated balance sheet as total assets.

The chief operating decision maker uses consolidated net income to evaluate income generated from segment assets and monitor operating costs to make decisions on the use of operating cash flows, including discretionary investments in capital assets. Consolidated net income is used to monitor budget versus actual results which are used in assessing CRA's performance and in establishing discretionary compensation, talent acquisition and retention, sales targets, pricing, and other sales and operating cost decisions.

The following table represents consolidated net income reported by segment revenue, segment profit or loss, and significant segment expenses for the fiscal years ended January 3, 2026, December 28, 2024, and December 30, 2023, respectively (in thousands):

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Year EndedYear EndedYear Ended
January 3,2026December 28,2024December 30,2023
Revenues$751,583$687,414$623,976
Employee compensation and fringe benefit costs460,578418,717378,611
Forgivable loan amortization32,72131,05524,198
Client reimbursable expenses72,50665,73965,277
Other segment expense 1109,205105,661103,602
Provision for income taxes21,79119,58913,807
Segment net income54,78246,65338,481
Reconciliation of profit or loss
Adjustments and reconciling items———
Consolidated net income$54,782$46,653$38,481
1 Other segment expenses included in segment net income includes, rent, commissions to non-employee experts, legal and professional services, software subscription and data services, travel and entertainment expenses, training and marketing expenses, other operating expenses, depreciation and amortization, interest expense, net, and foreign currency gains (losses), net.
  1. Commitments and Contingencies

As described in Note 12, CRA is party to standby letters of credit with its bank in support of the minimum future lease payments under certain operating leases for office space.

CRA is subject to legal actions arising in the ordinary course of business. In management's opinion, based on current knowledge, CRA believes it has adequate legal defenses or insurance coverage, or both, with respect to the eventuality of such actions. CRA does not believe any settlement or judgment relating to any pending legal action would materially affect its financial position or results of operations. However, the outcome of such legal actions is inherently unpredictable and subject to inherent uncertainties.

  1. Subsequent Events

On February 26, 2026, CRA announced that its Board of Directors authorized a $55.0 million expansion to its existing share repurchase program.

On February 26, 2026, CRA announced that its Board of Directors declared a quarterly cash dividend of $0.57 per common share, payable on March 20, 2026 to shareholders of record as of March 10, 2026.

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