SEC Form 4 · accession 0001225208-17-006709
ICF International, Inc. · ICFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sudhakar Kesavan
Officer — Chairman & CEO · Director
Period of report
Mar 20, 2017
Accepted (ET)
Mar 22, 2017 · 4:13 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001362004
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common | Mar 20, 2017 | S | 3 | $41.50 | D | 146,716 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.90 | D | 146,616 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.80 | D | 146,516 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.65 | D | 146,416 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.625 | D | 146,316 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.60 | D | 146,216 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.55 | D | 146,116 | D | |
| Common | Mar 20, 2017 | S | 100 | $41.40 | D | 146,016 | D | |
| Common | Mar 20, 2017 | S | 188 | $41.425 | D | 145,828 | D | |
| Common | Mar 20, 2017 | S | 200 | $41.70 | D | 145,628 | D | |
| Common | Mar 21, 2017 | M | 5,681 | $40.60 | A | 151,309 | D | |
| Common | Mar 21, 2017 | M | 4,034 | $40.60 | A | 155,343 | D | |
| Common | Mar 21, 2017 | F | 2,054 | $40.60 | D | 153,289 | D | |
| Common | Mar 21, 2017 | F | 2,892 | $40.60 | D | 150,397 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Mar 20, 2017 | A | 19,944 | A | — | — | Common | 19,944 | 104,712 | D |
| Restricted Stock UnitsF2,F3 | — | Mar 20, 2017 | A | 14,742 | A | — | — | Common | 14,742 | 119,454 | D |
| Restricted Stock UnitsF4,F5 | — | Mar 21, 2017 | M | 4,034 | D | — | — | Common | 4,034 | 115,420 | D |
| Restricted Stock UnitsF4,F5 | — | Mar 21, 2017 | M | 5,681 | D | — | — | Common | 5,681 | 109,739 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 10, 2014.
- F2Each restricted stock unit is the economic equivalent of one share of ICF International, Inc.'s Common Stock.
- F3These acquired restricted stock units were granted pursuant to ICF International, Inc.'s 2010 Omnibus Incentive Plan, as amended. These restricted stock units vest over a period of three (3) years, at 25% on each of the first two anniversaries of the grant and 50% on the third anniversary from the day of grant.
- F4The exercise price for the restricted stock unit exercise was $40.60.
- F5Represents the first vesting anniversary (25%) of acquired restricted stock units granted pursuant to the 2010 Omnibus Incentive Plan, as amended.