[Form 4] Fair Isaac Corporation Insider Trading Activity

Rhea-AI Filing Summary

Fair Isaac Corporation (FICO) – Form 4 insider transaction

President & CEO William J. Lansing reported a series of open-market sales on 8 July 2025. In 30 separate trades executed throughout the day, he sold a total of 2,200 shares of FICO common stock at prices ranging from $1,650.00 to $1,887.71 per share. The weighted-average prices for many trades are disclosed in the footnotes.

Following the transactions, Lansing’s direct beneficial ownership declined from 44,338 to 42,138 shares, a reduction of roughly 5% of his personally held stake. No Rule 10b5-1(c) trading-plan box was marked, and the filing is identified as “Part 2 of a 3-Part filing.” No derivative securities were bought or sold.

• Form type: Form 4 – Statement of Changes in Beneficial Ownership
• Insider role: Director; President & CEO
• Transaction date: 07/08/2025  |  Filing date: 07/10/2025
• Total shares sold: 2,200  |  Remaining ownership: 42,138 shares
• Approximate sale proceeds (calculated from disclosed price ranges) exceed $3.6 million.

The disposal represents routine diversification rather than a wholesale exit, but investors typically view unplanned CEO selling as a modestly negative signal, particularly given the absence of a disclosed 10b5-1 plan.

Positive

• Insider retains 42,138 shares, indicating continued economic alignment with shareholders
• No derivative transactions were executed, limiting leverage-related risk

Negative

• CEO sold 2,200 shares (~5% of holdings), which may be perceived as a bearish signal
• No 10b5-1 trading plan disclosed, increasing uncertainty about the motivation behind the sale

Insights

Securities Analyst

TL;DR – CEO sold 5% of holdings; signal mildly negative, though stake remains large.

The filing shows William Lansing disposing of 2,200 shares in tightly sized lots, suggesting an algorithmic execution over a single trading session. Still owning 42,138 shares, he retains meaningful exposure, but the timing—near all-time highs around $1.7-1.9 k—implies profit-taking. Absence of a 10b5-1 flag reduces the likelihood these were pre-scheduled, increasing potential signalling value. The sale equates to roughly $3.6–$4.1 million, immaterial to FICO’s market cap but relevant for sentiment. Impact to fundamental valuation is negligible; monitor for additional parts (2 & 3) of the filing series to gauge cumulative sales.

Corporate Governance Expert

TL;DR – Insider selling is moderate and within normal diversification thresholds.

From a governance standpoint, a 5% reduction does not materially alter alignment between the CEO and shareholders. Lansing retains a sizable equity position, preserving incentive structures. The multi-part filing notation may indicate administrative batching rather than staggered selling. Unless subsequent parts reveal significantly larger disposals, this activity is not a red flag. However, investors should verify whether a 10b5-1 plan exists before drawing behavioural conclusions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LANSING WILLIAM J

(Last) (First) (Middle)

5 WEST MENDENHALL, SUITE 105

(Street)

BOZEMAN MT 59715

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FAIR ISAAC CORP [ FICO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
07/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								313,351	I	Lansing Revocable Trust
Common Stock								18,300(1)	I	Lansing 2025 Grantor Retained Annuity Trust (GRAT)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. On June 16, 2025, the Reporting Person contributed 18,300 shares of the Common Stock of Fair Isaac Corporation to the Lansing 2025 Grantor Retained Annuity Trust (GRAT).

Remarks:

Part 3 of a 3 Part filing.

	/s/ Carrie H. Darling, Attorney-in-fact	07/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many FICO shares did CEO William Lansing sell on 07/08/2025?

He sold 2,200 shares of Fair Isaac Corporation common stock.

At what prices were the FICO shares sold?

Sale prices ranged from $1,650.00 to $1,887.71 per share, with weighted averages disclosed for grouped trades.

What is Lansing’s remaining ownership stake after the transactions?

Following the sales, he directly owns 42,138 FICO shares.

Was the sale executed under a Rule 10b5-1 trading plan?

The Form 4 does not indicate that the transactions were made pursuant to a 10b5-1(c) plan.

Does this insider sale materially affect FICO’s fundamentals?

The sale is modest relative to the company’s market capitalization and does not impact operational fundamentals, but may influence market sentiment.