Statement of Changes in Beneficial Ownership (4)
February 18 2020 - 4:06PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
DEAL RICHARD |
2. Issuer Name and Ticker or Trading Symbol
FAIR ISAAC CORP
[
FICO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President |
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(Last)
(First)
(Middle)
181 METRO DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/17/2019 |
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(Street)
SAN JOSE, CA 95110
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 12/17/2019 | | G |
V
| 58670 (1) | D | $364.12 | 0 | D | |
| Common Stock | 12/17/2019 | | G |
V
| 58670 (1) | A | $364.12 | 58670 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/13/2020 | | M | | 7355 | A | $72.06 | 66025 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/13/2020 | | S | | 7355 | D | $420.012 (2) | 58670 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/14/2020 | | M | | 5558 | A | $72.06 | 64228 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/14/2020 | | S | | 3976 | D | $420.37 (3) | 60252 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/14/2020 | | S | | 782 | D | $421.27 (4) | 59470 | I | The Richard S. Deal Revocable Trust |
| Common Stock | 2/14/2020 | | S | | 800 | D | $422.13 (5) | 58670 | I | The Richard S. Deal Revocable Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Non-Qualified Option (right-to-buy) | $72.06 | 2/13/2020 | | M | | | 7355 | 12/8/2015 | 12/7/2021 | Common Stock | 7355 | $0.00 | 15558 | D | |
| Non-Qualified Option (right-to-buy) | $72.06 | 2/14/2020 | | M | | | 5558 | 12/8/2015 | 12/7/2021 | Common Stock | 5558 | $0.00 | 10000 | D | |
| Explanation of Responses: |
| (1) | Effective December 17, 2019 58,670 shares Directly owned by the Insider were transferred to his Revocable Trust. |
| (2) | This transaction was executed in multiple trades at prices ranging from $420.00 to $420.32. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
| (3) | This transaction was executed in multiple trades at prices ranging from $420.00 to $420.97. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
| (4) | This transaction was executed in multiple trades at prices ranging from $421.00 to $421.765. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
| (5) | This transaction was executed in multiple trades at prices ranging from $422.00 to $422.45. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
DEAL RICHARD
181 METRO DRIVE
SAN JOSE, CA 95110 |
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| Executive Vice President |
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Signatures
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| /s/Mark R. Scadina, Attorney-in-fact | | 2/18/2020 |
| **Signature of Reporting Person | Date |
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