ICF International, Inc. — Director's Dealing 2018

Jul 10, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2018-07-09

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-07-09	Common	M	20000.0000	$25.6600	Acquired	187370.0000	Direct
2018-07-09	Common	S	20000.0000	$72.8529	Disposed	167370.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-07-09	Nonqualified Stock Options	$25.6600	M	20000.0000	Disposed	2022-03-19	Common (20000.0000)	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 6/8/2018.

F2: Represents options under the terms of the 2010 Omnibus Incentive Plan of which the options vested in three equal annual installments beginning on 3/19/2013.