ICF International trust plans $570K stock sale

ICF International’s filing proposes selling 6,400 shares on 09/01/2026 via Morgan Stanley, with an indicated value of about $570,240.

Rhea-AI Filing Summary

ICF International, Inc. (ICFI) received a Rule 144 notice relating to planned sales of its common stock. A person identified as JOHN M WASSON REMAINDER TR 2022 filed to sell 6,400 shares of common stock through Morgan Stanley Smith Barney LLC, with an indicated aggregate market value of $570,240.00. The filing lists 17,933,884 shares outstanding of ICF International, Inc. common stock and a proposed sale date of 09/01/2026 on NASDAQ. The securities to be sold were acquired upon the vesting of restricted stock units during the period from 01/26/2021 through 03/11/2022. The filing also notes prior 10b5-1 plan sales for JOHN M WASSON REV TRUST U/A DTD 12/02/2020 totaling 12,411 shares for $993,918.01 on 07/13/2026.

Key Figures

Shares to be sold under Rule 144: 6,400 shares of common stock Aggregate market value of shares to be sold: $570,240.00 Shares outstanding: 17,933,884 shares +4 more

7 metrics

Shares to be sold under Rule 144 6,400 shares of common stock Planned sale by JOHN M WASSON REMAINDER TR 2022

Aggregate market value of shares to be sold $570,240.00 Value of 6,400 ICF International, Inc. common shares in planned sale

Shares outstanding 17,933,884 shares ICF International, Inc. common stock outstanding in connection with this notice

Planned sale date 09/01/2026 Proposed date for Rule 144 sale on NASDAQ

Prior 10b5-1 plan shares sold 12,411 shares Sales for JOHN M WASSON REV TRUST U/A DTD 12/02/2020 on 07/13/2026

Proceeds from prior 10b5-1 sales $993,918.01 Total consideration for 12,411 ICF International, Inc. shares sold on 07/13/2026

RSU vesting period 01/26/2021 through 03/11/2022 Period during which restricted stock units vested for the shares to be sold

Key Terms

Rule 144, Restricted Stock Units, 10b5-1, aggregate market value

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Restricted Stock Units financial

"The securities to be sold were acquired upon the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

10b5-1 regulatory

"10b5-1 Sales for JOHN M WASSON REV TRUST U/A DTD 12/02/2020"

A 10b5-1 plan is a pre-set schedule that lets company insiders buy or sell shares according to written instructions made when they do not possess material, nonpublic information. Think of it as a timed automatic payment for stock trades: it helps insiders avoid accusations of trading on secret information and gives outside investors a clearer signal about whether sales are routine or potentially informative about the company’s prospects.

aggregate market value financial

"| 6400 | 570240.00 | 17933884 | 09/01/2026 | NASDAQ"

Aggregate market value is the combined price you would pay to buy all outstanding shares of a company or all companies in a group at current market prices — essentially the sum of each stock’s market capitalization. It matters to investors because it shows the overall size and weight of an investment or sector (like the total cost to buy every piece of a puzzle), helps compare scale across companies or markets, and influences index composition and risk exposure.

FAQ

What does the Form 144 filing for ICFI disclose about planned share sales?

The Form 144 discloses a planned sale of 6,400 shares of ICF International, Inc. common stock by JOHN M WASSON REMAINDER TR 2022, with an indicated aggregate market value of $570,240.00, to be sold through Morgan Stanley Smith Barney LLC on 09/01/2026.

Who is the selling security holder in this ICFI Form 144?

The selling security holder is identified as JOHN M WASSON REMAINDER TR 2022. The notice states that the securities to be sold were acquired upon the vesting of restricted stock units during the period from 01/26/2021 through 03/11/2022.

How many ICFI shares are outstanding according to this Form 144?

The Form 144 states that there are 17,933,884 shares outstanding of ICF International, Inc. common stock in connection with this planned Rule 144 sale.

What previous sales related to ICFI are referenced in the past 3 months section?

The filing references 10b5-1 sales for JOHN M WASSON REV TRUST U/A DTD 12/02/2020 of 12,411 shares of ICF International, Inc. common stock on 07/13/2026 for total proceeds of $993,918.01.

How were the ICFI shares in this Form 144 acquired?

The notice states that the securities to be sold were acquired upon the vesting of restricted stock units during the period from 01/26/2021 through 03/11/2022.

On which market is the ICFI stock in this Form 144 expected to be sold?

The Form 144 identifies the market for the proposed sale of ICF International, Inc. common stock as NASDAQ.

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Available on EDGAR 09/01/2026 - 04:54 PM Accepted by SEC EDGAR 09/01/2026 - 04:53 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001376437
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	ICF International, Inc.
SEC File Number	001-33045
Address of Issuer	1902 Reston Metro Plaza Reston VIRGINIA 20190
Phone	7039343000
Name of Person for Whose Account the Securities are To Be Sold	JOHN M WASSON REMAINDER TR 2022
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Director
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	6400	570240.00	17933884	09/01/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	01/26/2021	Restricted Stock Units	Issuer			6400	01/26/2021	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for JOHN M WASSON REV TRUST U/A DTD 12/02/2020 1902 Reston Metro Plaza Reston VA 20190	Common	07/13/2026	12411	993918.01

144: Remarks and Signature

Remarks	The securities to be sold were acquired upon the vesting of restricted stock units during the period of 01/26/2021 through 03/11/2022.
Date of Notice	09/01/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	03/07/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Gina G Wasson
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)