CEO Paul Maleh's total compensation of $4,156,568 is reasonable for a CEO at a ~$1B professional services firm, with base salary of $900,000 and the remainder in performance-linked annual bonuses and equity awards, meaning variable pay comprises approximately 78% of total pay — well above the 50-60% threshold required by policy. The company earned 95% shareholder support on last year's say-on-pay vote, reflecting broad shareholder satisfaction, and the incentive structure uses objective financial metrics (revenue and EBITDA margin) with meaningful performance conditions including threshold, target, and maximum payout levels, a clawback policy, and no problematic features such as guaranteed bonuses or single-trigger vesting. Although CRAI's 3-year stock return of +47.7% trails the XLI ETF, variable pay is not above benchmark in a way that triggers the pay-for-performance misalignment rule, and the overall program structure is sound.

Non-audit fees (tax services only) of $69,300 represent approximately 3.7% of audit fees of $1,888,676, which is well below the 50% threshold that would trigger a concern about auditor independence. Auditor tenure is not disclosed in the proxy, so the tenure trigger cannot fire under policy, and Grant Thornton is a large national firm appropriate for a company of CRAI's size and complexity. No material restatements are disclosed.