SEC Form 4 · accession 0001437749-15-005427

ICF International, Inc. · ICFI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Financial Officer

Period of report

Mar 16, 2015

Accepted (ET)

Mar 18, 2015 · 6:30 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
Common Stock	Mar 17, 2015	M	1,163	$40.79	A	3,918	D
Common Stock	Mar 17, 2015	F	385	$40.79	D	3,533	D
Common Stock	holding	—	—		—	2,755	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F2	—	Mar 16, 2015	A	6,115	A	—	—	Common Stock	6,115	6,115	D
Restricted Stock Units^F3	$40.79	Mar 17, 2015	M	1,163	A	—	—	Common Stock	1,163	3,486	D
Restricted Stock Units^F1,F4	—	Mar 16, 2015	A	12,230	A	—	—	Common Stock	12,230	12,230	D

F1Each restricted stock unit is the economic equivalent of one share of ICF International, Inc.'s Common Stock.
F2These 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 4 years at 25% per year beginning one year from the date of grant.
F3Represents the first vesting anniversary (25%) of acquired restricted stock units granted pursuant to the 2010 Omnibus Incentive Plan.
F4These acquired restricted stock units were granted as a retention award pursuant to ICF International, Inc.'s 2010 Omnibus Incentive Plan, as amended, and vest over a period of 4 years at 25% per year beginning one year from the date of grant.