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UNITED STATES

 

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, DC 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): March 8, 2021

 

CRA INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Massachusetts 000-24049 04-2372210
(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification no.)

 

200 Clarendon Street, Boston, Massachusetts 02116
(Address of principal executive offices) (Zip code)

 

Registrant's telephone number, including area code: (617) 425-3000

 

   

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

x Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class Trading Symbol Name of Each Exchange on Which Registered
Common Stock, no par value CRAI Nasdaq Global Select Market  

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 8.01Other Events.

 

On March 8, 2021, CRA International, Inc. issued a press release announcing the commencement of a modified “Dutch auction” self-tender offer to purchase up to $25 million in value of shares of its common stock at a price of not less than $66.25 per share nor greater than $76.00 per share. The tender offer will expire at 5:00 pm, Eastern Time, on Monday, April 5, 2021, unless extended by CRA.

 

A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Number Title
   
99.1 Press release of CRA International, Inc. dated March 8, 2021
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CRA INTERNATIONAL, INC.
     
     
Dated: March 8, 2021                                                                      By:  /s/ Daniel Mahoney                
    Daniel Mahoney
    Chief Financial Officer, Executive Vice President and Treasurer

 

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