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ICF International, Inc. Director's Dealing 2014

Apr 10, 2014

31810_dirs_2014-04-10_5718faad-7158-4d71-9d87-55ddfac529ca.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2014-04-08

Reporting Person: Kesavan Sudhakar (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-08	Common Stock	M	7986	$39.74	Acquired	140577	Direct
2014-04-08	Common Stock	F	4065	$39.74	Disposed	136512	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-08	Restricted Stock Units	$39.74	M	7986	Disposed		Common Stock (7986)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	132591	Direct

Footnotes

F1: Represents the fifth and final vesting anniversary (20%) of acquired restricted stock units granted pursuant to the 2010 Omnibus Incentive Plan, as amended.