ICF International, Inc. — Director's Dealing 2021

Mar 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ICF International, Inc. (ICFI)
CIK: 0001362004
Period of Report: 2021-03-11

Reporting Person: Wasson John (Director, CEO & President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-11	Common	M	2168.0000	—	Acquired	77273.0000	Direct
2021-03-11	Common	M	1523.0000	—	Acquired	78796.0000	Direct
2021-03-11	Common	F	687.0000	$90.1100	Disposed	78109.0000	Direct
2021-03-11	Common	F	978.0000	$90.1100	Disposed	77131.0000	Direct
2021-03-12	Common	M	3663.0000	—	Acquired	80794.0000	Direct
2021-03-12	Common	F	1653.0000	$92.6500	Disposed	79141.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-11	Restricted Stock Units	$	M	1523.0000	Disposed		Common (1523.0000)	Direct
2021-03-11	Restricted Stock Units	$	M	2168.0000	Disposed		Common (2168.0000)	Direct
2021-03-12	Restricted Stock Units	$	M	3663.0000	Disposed		Common (3663.0000)	Direct

Footnotes

F1: The exercise price for the restricted stock unit exercise was $90.11.

F2: The exercise price for the restricted stock unit exercise was $92.65.

F3: Represents the 2nd vesting anniversary (25%) of acquired restricted stock units granted pursuant to the 2018 Omnibus Incentive Plan, as amended.

F4: Represents the 3rd vesting anniversary (50%) of acquired restricted stock units granted pursuant to the 2010 Omnibus Incentive Plan, as amended.