CRA INTERNATIONAL, INC.
For the period ended Jul 17, 2025. Filed Apr 25, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jul 17, 2025 · Filed Apr 25, 2025
Contents
Pay Versus Performance Table
In determining the 2023 taxable income of our full-time and part-time employees who were not employed by us for all of 2023, we annualized their actual taxable income based on the number of days that they were employed by us in 2023. Our employee base for purposes of determining our median employee did not contain any seasonal or temporary employees.
We calculated the annual total compensation of Mr. Maleh and our median employee using the same methodology that we used to calculate the annual total compensation of our named executive officers reported in the “Summary Compensation Table,” or SCT, above. As this amount reported for Mr. Maleh includes all of the compensation he earned under non-discriminatory benefit plans in fiscal 2024, the compensation earned by our median employee under non-discriminatory benefit plans in fiscal 2024 was also included in the annual total compensation for our median employee reported above.
Pay Versus Performance Table
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, the following table sets forth additional compensation information of Mr. Maleh, our principal executive officer, or PEO, and our other named executive officers, or Non-PEO NEOs, and Company performance for the fiscal years ended in 2020, 2021, 2022, 2023 and 2024.
| Fiscal Year (a) · · · Summary Compensation Table Total for PEO(1) (b) · · · Compensation Actually Paid to PEO(1)(2)(3) (c) · · · Average Summary Compensation Table Total for Non-PEO NEOs(1) (d) · · · Average Compensation Actually Paid to Non-PEO NEOs(1)(2)(3) (e) · · · Value of Initial Fixed $100 Investment Based on(4): · · · Net Income ($ in millions) (h) · · · Non-GAAP Net Revenue ($ in millions)(5) (i) · | |||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| · Total Shareholder Return (TSR) (f) · · · Peer Group Total Shareholder Return (g) · | |||||||||||||||||||||||||||||||||||||||||
| 2024 | | | | $4,190,131 | | | | | $9,414,522 | | | | | $1,911,354 | | | | | $3,353,505 | | | | | $375.29 | | | | | $158.19 | | | | | $46.7 | | | | | $687.4 | | |
| 2023 | | | | $3,584,193 | | | | | $1,719,457 | | | | | $1,194,327 | | | | | $784,896 | | | | | $196.45 | | | | | $156.21 | | | | | $38.5 | | | | | $624.0 | | |
| 2022 | | | | $3,794,707 | | | | | $6,666,030 | | | | | $1,281,503 | | | | | $1,891,193 | | | | | $239.76 | | | | | $138.71 | | | | | $43.6 | | | | | $590.9 | | |
| 2021 | | | | $3,838,392 | | | | | $8,739,743 | | | | | $1,169,357 | | | | | $2,136,051 | | | | | $180.35 | | | | | $140.76 | | | | | $41.7 | | | | | $565.9 | | |
| 2020 | | | | $3,675,532 | | | | | $3,389,943 | | | | | $1,270,450 | | | | | $1,320,399 | | | | | $97.13 | | | | | $110.38 | | | | | $24.5 | | | | | $508.4 | | |
(1)
Mr. Maleh has been our PEO for each year presented. Messrs. Mahoney, Holmes and Yellin have been our Non-PEO NEOs for each year presented.
(2)
The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below.
(3)
Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. The fair value of stock awards was determined using methodologies and assumptions developed in a manner substantively consistent with those used to determine the grant date fair value of such awards.
| · · · Summary Compensation Table (“SCT”) Total · · · Less, Value of Stock Awards reported in SCT · · · Plus, Year- end value of awards granted in fiscal year that are unvested and outstanding · · · Plus, Change in fair value of prior year awards that are unvested and outstanding · · · Plus, Fair market value of awards granted in fiscal year that vested in fiscal year · · · Plus, Change in fair value (from prior year-end) of prior year awards that vested in fiscal year · · · Less, Prior year- end fair value of awards that failed to vest in fiscal year · · · Plus, Value of dividends paid on equity awards · · · Total Adjustments · · · Compensation Actually Paid · | |||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| PEO Adjustments | | | | $4,190,131 | | | | | $(2,099,941) | | | | | $3,032,880 | | | | | $2,706,070 | | | | | $— | | | | | $1,387,859 | | | | | $— | | | | | $197,524 | | | | | $5,224,391 | | | | | $9,414,522 | | |
| Non-PEO NEO Adjustments | | | | $1,911,354 | | | | | $(933,373) | | | | | $1,403,601 | | | | | $590,273 | | | | | $— | | | | | $334,688 | | | | | $— | | | | | $46,963 | | | | | $46,963 | | | | | $3,353,505 | | |
(4)
The Peer Group Total Shareholder Return, or TSR, set forth in this table utilizes the customized peer group, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report on Form 10-K for the year ended December 28, 2024. The customized peer group consisting of three companies: Exponent Inc., FTI Consulting Inc. and Huron Consulting Group Inc. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the customized peer group, respectively. All dollar values assume reinvestment of the pre-tax value of dividends paid by companies, where applicable, included in the customized peer group. Historical stock performance is not necessarily indicative of future stock performance.
(5)
Non-GAAP net revenue was subject to the following non-GAAP adjustments: acquisitions, discontinued operations, and extraordinary and special items, each to the extent that they arose during fiscal 2020, 2021, 2022, 2023 and 2024 and any other adjustments to our publicly reported GAAP results in our earnings releases for each applicable fiscal year, consistent with past practice.
The charts below display the relationship between the compensation actually paid to our PEO and each of our Non-PEO NEOs and TSR, GAAP Net Income, Non-GAAP Net Revenue, as well as the relationship between our TSR and the TSR of our Peer Group.
Tabular List of Most Important Financial Performance Measures
The following performance measures reflect the Company’s most important financial performance measures in effect for 2024, for purposes of setting executive compensation as further described and defined in the sections titled “Compensation of Directors and Executive Officers—Compensation discussion and analysis” and “Executive compensation.” The measures in this table are not ranked.
Non-GAAP Net Revenue
Non-GAAP Net Revenue Growth
Performance Compensation EBITDA
Performance Compensation EBITDA Margin
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