CRA International, Inc. (NASDAQ: CRAI) disclosed that director Heather Tookes sold 88 shares of common stock on July 23, 2026, at a price of $165.93 per share. The transaction was executed under a Rule 10b5-1 trading plan that Tookes adopted on March 14, 2025. Following the sale, Tookes maintained beneficial ownership of 3,718 shares of the company. The disclosure reflects routine insider trading activity by a member of the company's board of directors.

Key Points

  • NASDAQ: CRAI
  • Director Heather Tookes sold 88 shares of common stock on July 23, 2026
  • Transaction price: $165.93 per share; remaining beneficial ownership: 3,718 shares
  • Sale executed under a Rule 10b5-1 trading plan adopted March 14, 2025

Director Share Sale Under Pre-Planned Trading Arrangement

Heather Tookes, identified in the filing as a director of CRA International, executed a sale of 88 common shares on July 23, 2026. The transaction occurred at a price of $165.93 per share, according to the disclosure filed with the Securities and Exchange Commission. This insider sale represents a routine transaction within the framework of a pre-established trading plan that Tookes had adopted several months earlier.

The sale was conducted pursuant to a Rule 10b5-1 trading plan, which is a mechanism that allows company insiders to establish predetermined schedules for buying or selling securities. The adoption date of Tookes' plan was March 14, 2025, providing approximately sixteen months between the plan's establishment and the execution of this particular transaction. Rule 10b5-1 plans are designed to allow insiders to trade securities in compliance with securities regulations while demonstrating adherence to insider trading rules.

Tookes' Beneficial Ownership Position Following the Transaction

After completing the sale of 88 shares, Tookes maintained direct beneficial ownership of 3,718 shares of CRA International common stock. This remaining stake represents her total beneficial ownership in the company following the July 23 transaction. The filing indicates that all shares held by Tookes are owned directly, with no indirect beneficial ownership arrangements disclosed in this transaction.

The relatively modest size of the share sale—88 shares representing a small fraction of Tookes' total holdings—suggests a measured approach to the pre-planned trading activity. Investors monitoring insider transactions may note that the director retained the substantial majority of her beneficial ownership position in the company, which could be viewed as a sign of continued confidence in CRA International by a member of its board.

Timing and Execution of the Transaction

The transaction executed on July 23, 2026, followed the predetermined schedule established in Tookes' Rule 10b5-1 trading plan. Rule 10b5-1 plans allow insiders to specify in advance the timing, number of shares, and price conditions (if any) for future transactions, effectively removing discretion from the trading decision at the time of execution. This mechanism is intended to protect against allegations of trading based on material nonpublic information.

The filing was submitted to the SEC on July 27, 2026, four days after the transaction execution. This timing aligns with standard regulatory requirements for Form 4 filings, which must be submitted within two business days of the transaction date. The disclosure shows the transaction date of July 23, 2026, with no deemed execution date listed, indicating the sale was completed as scheduled without deferral or modification.

Rule 10b5-1 Plan Framework and Compliance

Rule 10b5-1 trading plans represent a significant compliance mechanism within securities regulations, allowing insiders to establish predetermined trading arrangements while maintaining distance from day-to-day trading decisions. By adopting such a plan on March 14, 2025, Tookes established a framework within which subsequent transactions could occur without the appearance of being timed to material company developments. The plan type is indicated by the checkbox marked on the Form 4 filing, signifying that the transaction was executed pursuant to such an arrangement.

Companies and their insiders use Rule 10b5-1 plans to demonstrate good faith compliance with insider trading restrictions. The adoption of such a plan several months before a transaction provides a documented record that the insider did not base the trading decision on contemporaneous information. This regulatory approach balances the rights of insiders to manage their personal investments with the need to protect other shareholders from concerns about information-based trading.

CRA International Insider Trading Activity Context

CRA International, Inc. is a consulting firm headquartered in Boston, Massachusetts. The company operates in the management consulting sector and is subject to the reporting requirements applicable to public companies listed on the NASDAQ exchange. Directors and officers of the company are required to disclose their securities transactions under Section 16 of the Securities Exchange Act of 1934, providing investors with transparency regarding insider investment decisions.

Insider trading disclosures, when aggregated over time, can provide investors with information about whether company insiders are increasing or decreasing their ownership stakes. Individual transactions—particularly those executed under pre-planned trading arrangements—should be evaluated within the broader context of an insider's overall investment decisions and the company's financial performance.

Share Price and Transaction Value Considerations

The transaction executed at $165.93 per share indicates the trading price of CRA International common stock on July 23, 2026. At this price, the 88-share transaction would have represented approximately $14,601.84 in gross transaction value before any brokerage or related fees. The immediate share price impact was not clear from available public information.

The price at which the transaction executed reflects market conditions on the specific date of execution. The Rule 10b5-1 plan framework means that Tookes had established this trading arrangement months in advance, and the actual execution price was determined by market factors rather than by Tookes' decision-making at the time of sale. Investors analyzing insider transactions often examine whether sales occurred at historically high or low valuations relative to the company's recent trading range.

Director Status and Board Representation

The filing identifies Heather Tookes as a director of CRA International. Directors serve on a company's board of directors and are typically responsible for governance oversight, strategic guidance, and fiduciary duties to shareholders. Director positions generally involve regular participation in board meetings and committee work, in addition to any operational roles they may hold at the company or elsewhere.

The filing checked only the "Director" box under the section describing the reporting person's relationship to the issuer, indicating that Tookes' primary disclosed role at CRA International is her board membership. The disclosure contains no indication of additional officer titles or positions held by Tookes within the company, suggesting her involvement is through her directorship rather than through day-to-day executive responsibilities.

Filing Procedural Details and Regulatory Compliance

The Form 4 filing was submitted on July 27, 2026, in accordance with SEC requirements governing insider transactions. The form identifies Tookes as the reporting person and provides her residential address as 200 Clarendon Street, Boston, Massachusetts 02116. The document was signed by Delia J. Makhlouta acting by power of attorney on behalf of Tookes, a common practice in insider trading disclosures.

The filing contains no derivative securities transactions—such as options, warrants, or convertible securities—only a transaction in common stock. The table indicating derivative securities remains blank, confirming that the transaction involved only direct equity ownership rather than any rights to acquire or dispose of securities at future dates or prices. This straightforward transaction structure is typical of insider share sales executed under Rule 10b5-1 plans.

Investor Monitoring of Insider Transaction Activity

Investors and analysts monitoring CRA International may track insider transactions as one input into their broader assessment of the company's prospects and insider confidence levels. While individual transactions—particularly those under pre-planned trading arrangements—should not be over-interpreted, aggregate patterns of insider buying or selling over time can signal management and board sentiment regarding company valuation and future performance.

The disclosure provides investors with precise information regarding the timing, volume, and price of Tookes' transaction, allowing them to incorporate this data into their own investment analysis. Investors interested in monitoring future insider activity at CRA International can review subsequent Form 4 filings as they are submitted to the SEC, which will provide updates on trading activity by Tookes and other company insiders.