ICF International, Inc. — Director's Dealing 2019

Mar 22, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2019-03-21

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-21	Common	M	5681.0000	—	Acquired	200482.0000	Direct
2019-03-21	Common	M	4034.0000	—	Acquired	204516.0000	Direct
2019-03-21	Common	F	1941.0000	$75.2800	Disposed	202575.0000	Direct
2019-03-21	Common	F	2733.0000	$75.2800	Disposed	199842.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-21	Restricted Stock Units	$	M	4034.0000	Disposed		Common (4034.0000)	Direct
2019-03-21	Restricted Stock Units	$	M	5681.0000	Disposed		Common (5681.0000)	Direct

Footnotes

F1: The exercise price for the restricted stock unit exercise was $75.28.

F2: Represents the third vesting anniversary (25%) of acquired restricted stock units granted pursuant to the 2010 Omnibus Incentive Plan, as amended.