ICF International, Inc. — Director's Dealing 2011

Apr 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2011-04-08

Reporting Person: Wasson John (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-08	Common Stock	M	4368	$23.43	Acquired	34611	Direct
2011-04-08	Common Stock	F	1844	$23.43	Disposed	32767	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-08	Restricted Stock Units	$23.43	M	4368	Disposed		Common Stock (4368)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	30243	Direct

Footnotes

F1: Represents second vesting anniversary (20%) of acquired restricted stock units granted pursuant to the 2006 Long-Term Equity Incentive Plan.