TABLE OF CONTENTS for FTI_Consulting (FCN)

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This excerpt taken from the FCN DEF 14A filed Apr 23, 2009.

TABLE OF CONTENTS

	Page
Proxy Statement for Annual Meeting	1
Information About the 2008 Annual Meeting and Voting	2
Additional Information	7
Proposals to be Presented at the Annual Meeting	8
Proposal No. 1 — Elect as Class I Directors the Two Nominees Named in the Proxy Statement	8
Proposal No. 2 — Approve the Amendment and Restatement of the FTI Consulting, Inc.
Deferred Compensation Plan for Key Employees and Non-Employee Directors
(to be Renamed the FTI Consulting, Inc. 2009 Omnibus Incentive Compensation Plan)	9
Proposal No. 3 — Ratify the Retention of KPMG LLP as FTI Consulting, Inc.’s Independent
Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2009	22
Information About the Board of Directors and Committees	22
Independence of Directors	22
Information About the Nominees for Class I Director and the Other Directors	24
Director Attendance at Meetings	28
Committees of the Board of Directors	29
Nominating and Corporate Governance Committee – Director Nomination Process	33
Compensation of Non-Employee Directors and Stock Ownership Guidelines	34
Corporate Governance	38
Governance Principles	38
Presiding Director	39
Code of Conduct	39
Stockholder Nominees for Director	39
Communications with Non-Management Directors	40
Security Ownership of Certain Beneficial Owners and Management	40
Executive Officers and Compensation	44
Executive and Key Officers	44
Compensation Discussion and Analysis	46
Compensation Committee Report	60
Summary Compensation Table	61
Equity Compensation Plans	64
Employment Agreements and Potential Termination and Change in Control Payments	73
Certain Relationships and Related Party Transactions	94
Report of the Audit Committee of the Board of Directors	95
Principal Accountant Fees and Services	97
Section 16(a) Beneficial Ownership Reporting Compliance	97
Proposals for the 2010 Annual Meeting	98
Appendix A — 2009 Omnibus Incentive Compensation Plan	A-1
Appendix B — Charter of the Audit Committee of the Board of Directors
[as Amended and Restated Effective March 31, 2009]	B-1


	777 South Flagler Drive Phillips Point Suite 1500 West Tower West Palm Beach, Florida 33401 (561) 515-1900

April 23, 2009

This excerpt taken from the FCN DEF 14A filed Apr 11, 2007.

TABLE OF CONTENTS

		Page
Proxy Statement for Annual Meeting		1
Information About the 2007 Annual Meeting and Voting		2
Additional Information		5
Proposals to be Presented at the Annual Meeting		6
Proposal No. 1 — Election of Four Class II Directors		6
Proposal No. 2 — Ratify the Appointment of KPMG LLP as FTI Consulting, Inc.’s Independent
Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2007		7
Information About the Board of Directors and Committees		8
Independence of Directors		8
Information About the Nominees for Class II Director and the Other Directors		9
Director Attendance at Meetings		14
Committees of the Board		14
Nominating and Corporate Governance Committee – Director Nomination Process		19
Compensation of Non-Employee Directors and Stock Ownership Guidelines		21
Corporate Governance		24
Governance Principles		24
Presiding Director		24
Code of Conduct		25
Stockholder Nominees for Director		25
Communications with Non-Management Directors		26
Security Ownership of Certain Beneficial Owners and Management		26
Executive Officers and Compensation		30
Executive Officers		30
Compensation Discussion and Analysis		32
Compensation Committee Report		45
Summary Compensation Table		46
Equity Compensation Plans		48
Employment Agreements and Potential Termination and Change in Control Payments		54
2006 Amendments to 2004 Long-Term Incentive Plan and 2006 Global Long-Term Incentive Plan		70
Certain Relationships and Related Party Transactions		71
Report of the Audit Committee of the Board of Directors		71
Principal Accountant Fees and Services		73
Section 16(a) Beneficial Ownership Reporting Compliance		75
Proposals for the 2008 Annual Meeting		75
Appendix A — Charter of Audit Committee		A-1
Appendix B — Charter of the Compensation Committee		B-1
Appendix C — Charter of the Nominating and Corporate Governance Committee		C-1

This excerpt taken from the FCN DEF 14A filed Apr 28, 2006.

TABLE OF CONTENTS

		Page
Proxy Statement for Annual Meeting		1
Information About the 2006 Annual Meeting and Voting		2
Proposals to be Presented at the Annual Meeting		6
Proposal No. 1 — Election of Three Class I Directors		6
Proposal No. 2 — Approve and adopt the FTI Consulting, Inc. 2006
Global Long-Term Incentive Plan		8
Proposal No. 3 — Approve and adopt the FTI Consulting, Inc. Deferred Compensation Plan for Key
Employees and Non-Employee Directors		17
Proposal No. 4 — Approve and adopt the FTI Consulting, Inc. 2007
Employee Stock Purchase Plan		22
Proposal No. 5 — Approve adoption and amendment of the FTI Consulting, Inc.
Incentive Compensation Plan		28
Proposal No. 6 — Ratify the appointment of KPMG LLP to serve as FTI Consulting, Inc.’s independent
registered public accounting firm for its fiscal year ending December 31, 2006		31
Stock Ownership		32
Information About the Board of Directors and Committees		35
Corporate Governance		48
Executive Officers and Compensation		51
Compensation Committee Report on Executive Compensation		63
Compensation Committee Interlocks and Insider Participation		67
Performance Graph		67
Audit Committee Report		69
Principal Accountants Fees and Services		70
Section 16(a) Beneficial Ownership Reporting Compliance		71
Proposals for the 2007 Annual Meeting		71

Appendix A — FTI Consulting, Inc. 2006 Global Long-Term Incentive Plan		A-1
Appendix B — FTI Consulting, Inc. Deferred Compensation Plan for Key
Employees and Non-Employee Directors		B-1
Appendix C — FTI Consulting, Inc. 2007 Employee Stock Purchase Plan		C-1
Appendix D — FTI Consulting, Inc. Incentive Compensation Plan		D-1

This excerpt taken from the FCN DEF 14A filed Apr 7, 2005.

TABLE OF CONTENTS

			Page
Proxy Statement for Annual Meeting			1
Information About the 2005 Annual Meeting and Voting			1
Proposals to be Presented at the Annual Meeting			5
Proposal 1. — Election of Three Class III Directors			5
Proposal 2. — Approve and Adopt an Amendment to the FTI Consulting, Inc. Employee Stock Purchase Plan, as Amended, to Increase the Number of Shares Authorized by 250,000 Shares of Common Stock			6
Proposal 3. — Ratify the Appointment of Ernst & Young LLP as FTI Consulting, Inc.’s Independent Auditors for the Fiscal Year Ending December 31, 2005			9
Stock Ownership			10
Information About the Board of Directors and Committees			12
Corporate Governance			21
Executive Officers and Compensation			24
Compensation Committee Report on Executive Compensation			39
Compensation Committee Interlocks and Insider Participation			42
Performance Graph			43
Audit Committee Report			44
Auditor Services			46
Section 16(a) Beneficial Ownership Reporting Compliance			46
Proposals for the 2006 Annual Meeting			47
Appendix A — FTI Consulting, Inc. Employee Stock Purchase Plan, as Amended			A-1
Appendix B — Charter of Audit Committee of the Board of Directors, as Amended and Restated Effective as of February 15, 2005			B-1
Appendix C — Charter of Nominating and Corporate Governance Committee of the Board of Directors, as Amended and Restated Effective as of September 17, 2005			C-1
Appendix D — Charter of Compensation Committee of the Board of Directors, as Amended and Restated Effective as of September 17, 2005			D-1

EXCERPTS ON THIS PAGE:

DEF 14A	Apr 23, 2009

DEF 14A	Apr 11, 2007

DEF 14A	Apr 28, 2006

DEF 14A	Apr 7, 2005

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