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ICF International (NASDAQ: ICFI) details 2025 results and 2026 growth outlook

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8-K

Rhea-AI Filing Summary

ICF International reported lower 2025 results but highlighted resilience and a return-to-growth outlook for 2026. Fourth-quarter revenue was $443.7 million with net income of $17.3 million, or $0.94 diluted EPS. Full-year 2025 revenue was $1.87 billion, with net income of $91.6 million and diluted EPS of $4.95.

Commercial revenue grew strongly, especially in energy markets, while U.S. federal government revenue declined amid funding curtailments and a 43-day government shutdown. Adjusted EBITDA for 2025 was $207.2 million, an 11.1% margin, roughly in line with 2024. Backlog reached $3.4 billion with a trailing twelve‑month book‑to‑bill of 1.19, and operating cash flow was $142 million.

The company issued 2026 guidance, targeting revenue of $1.89–$1.96 billion, GAAP EPS of $5.95–$6.25, and non‑GAAP EPS of $6.95–$7.25, driven by continued double‑digit growth from non‑federal clients and a recovery in parts of its federal business. The board declared a quarterly cash dividend of $0.14 per share, payable April 14, 2026 to shareholders of record on March 27, 2026.

Positive

  • None.

Negative

  • None.

Insights

ICF absorbed a federal slowdown, leaned on commercial strength, and guides back to modest growth.

ICF International saw 2025 revenue fall to $1.87 billion from $2.02 billion, as U.S. federal government work declined due to funding curtailments and a 43‑day shutdown. Despite this, commercial revenue, particularly energy markets, grew double digits and lifted gross margin to 37.2%.

Profitability compressed but held up: GAAP EPS dropped to $4.95 and non‑GAAP EPS to $6.77, while Adjusted EBITDA margin eased only slightly to 11.1%. Strong operating cash flow of $142 million, a $3.4 billion backlog, and a 1.19 book‑to‑bill support the company’s narrative of resilience.

Management’s 2026 guidance—revenue of $1.89–$1.96 billion and GAAP EPS of $5.95–$6.25—implies a return to low‑single‑digit growth, with double‑digit expansion from non‑federal clients and improving federal trends by the fourth quarter of 2026. The maintained $0.14 quarterly dividend and 2025 share repurchases underscore confidence in cash generation.

false000136200400013620042026-02-262026-02-26

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 26, 2026

 

 

ICF International, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-33045

22-3661438

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1902 Reston Metro Plaza

 

Reston, Virginia

 

20190

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 703 934-3000

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2 below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock

 

ICFI

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 


 

Item 2.02 Results of Operations and Financial Condition

On February 26, 2026, ICF International, Inc. (the “Company”) announced its financial results for the fourth quarter and full year ended December 31, 2025. The press release containing this announcement is attached hereto as Exhibit 99.1.

 

The information contained in this report, including Exhibit 99.1, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. The information in this report shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

The release contains forward-looking statements regarding the Company and includes a cautionary statement identifying important factors that could cause actual result to differ materially from those anticipated.

 

Item 8.01 Other Events

On February 26, 2026, the Company's Board of Directors declared a quarterly dividend in an amount equal to $0.14 per share. This quarterly cash dividend will be paid on April 14, 2026, to stockholders of record as of the close of business on March 27, 2026.

 

The cash dividend policy and the payment of future cash dividends under that policy will be made at the discretion of the Company's Board of Directors and will depend on earnings, operating and financial conditions, capital requirements, and other factors deemed relevant by the Board, including the applicable requirements of the Delaware General Corporation Law and the best interests of the Company’s stockholders.

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

99.1

 

Press Release dated February 26, 2026

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


 

Exhibit Index

 

Exhibit

Number

Description

99.1

Press Release dated February 26, 2026

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ICF International, Inc.

Date: February 26, 2026

By:

/s/ Barry Broadus

Barry Broadus

Executive Vice President & Chief Financial Officer

 

 


Exhibit 99.1

img241278440_0.gif

 

NEWS RELEASE

 

ICF Reports Fourth Quarter and Full Year 2025 Results

―Revenues From Commercial, State & Local and International Government Clients Increased 16% in Q4; Up 14% for Full Year to Reach 57% of Annual Revenues―

 

―Revenues from Commercial Energy Clients Increased 23% in Q4; Up 24% for Full Year―

 

―Favorable Mix and Effective Cost Management Drove Steady Year-on-Year Margin Performance―

 

―Guidance Reflects a Return to Revenue and Earnings Growth in 2026―

 

Fourth Quarter Highlights:

Revenue Was $444 Million
Net Income Was $17 Million; GAAP EPS Was $0.94
Non-GAAP EPS1 Was $1.47
EBITDA1 Was $43 Million; Adjusted EBITDA1 Was $46 Million, or 10.4% of Total Revenues
Contract Awards Were $422 Million for a Quarterly Book-to-Bill Ratio of 0.95

Full Year Highlights:

Revenue Was $1.9 Billion
Net Income Was $92 Million; GAAP EPS Was $4.95
Non-GAAP EPS1 Was $6.77
EBITDA1Was $201 Million; Adjusted EBITDA1 Was $207 Million, or 11.1% of Total Revenues
Contract Awards Were $2.2 Billion for a Book-to-Bill Ratio of 1.19
Operating Cash Flow Was $142 Million

RESTON, Va., February 26, 2026--ICF (NASDAQ: ICFI), a leading global solutions and technology provider, reported results for the fourth quarter and full year ended December 31, 2025.

 

Commenting on the results, John Wasson, chair and chief executive officer, said, “Our fourth quarter results were in line with our guidance and capped a year of resilient performance given the challenging federal business environment. Revenues from commercial, state and local and international government clients increased 16% and accounted for 62% of fourth quarter revenues. This performance served to offset a large portion of the year-on-year reduction in federal government revenues, which was amplified by the direct and indirect impacts of the six-week federal government shutdown.

1


 

“ICF continued to experience robust demand from our commercial energy clients, driving revenue growth in this client category of 23% in the fourth quarter and 24% for the full year. Approximately 80% of our 2025 commercial energy revenues were related to our market-leading programs for utility clients on energy efficiency, flexible load management, electrification and grid optimization. These are critical areas for our utility clients as they address increasing electricity demand and the need for grid resilience and energy affordability.

 

“We succeeded in maintaining full year 2025 margins that were similar to those of 2024, despite the revenue decline. Year-on-year gross margins expanded by more than 60 basis points and Adjusted EBITDA margin on total revenues was 11.1% in 2025 compared to 11.2% in 2024, benefitting from the increased contribution of higher-margin commercial energy revenues and cost management initiatives, while we continued to invest in growth initiatives and emerging technologies including our AI service offerings. Additionally, fixed price and time and materials contracts accounted for approximately 93% of 2025 revenues compared to 89% in 2024, while cost reimbursement contracts declined to 7%.

 

“ICF ended 2025 with a firm backlog, a healthy book-to-bill ratio of 1.19 and a business development pipeline of $8.6 billion, reflecting effective execution on existing contracts and our agility in capturing new business opportunities with capabilities that support our expectations for future growth. Demonstrating our confidence in ICF’s outlook, we repurchased approximately 564,000 shares of outstanding common stock in 2025, of which about 220,000 shares were purchased in the fourth quarter.”

Fourth Quarter 2025 Results

 

Fourth quarter 2025 total revenue was $443.7 million, reflecting the impact of the government shutdown, compared to $496.3 million reported in the fourth quarter of 2024 and $465.4 million in this year’s third quarter. Subcontractor and other direct costs were 26.7% of total revenues compared to 25.4% in last year’s fourth quarter. Gross margin was 35.7% versus 36.1% in the prior year period. Operating income was $28.6 million compared to $36.5 million last year, and operating margin on total revenue was 6.5%, compared to 7.3%. Net income totaled $17.3 million, or $0.94 per diluted share, compared to net income of $24.6 million, or $1.30 per diluted share reported in the fourth quarter of 2024. The company’s effective tax rate was 18.7% in the fourth quarter of 2025, down from 20.9% in the fourth quarter of 2024.

 

Non-GAAP EPS was $1.47, versus $1.87 in the comparable period in 2024. EBITDA was $43.0 million, compared to $50.8 million reported in the year-ago period. Adjusted EBITDA was $46.0 million, and Adjusted EBITDA margin on total revenue was 10.4%, down from 11.3% in the fourth quarter of 2024.

 

Full Year 2025 Results

 

2025 total revenue was $1.87 billion, down 7.3% from the $2.02 billion reported in the previous year. Subcontractor and other direct costs were 24.2% of total revenues compared to 25.1% in 2024. Gross margin expanded 60 basis points to 37.2%, driven by the favorable business mix due to the growth in our commercial energy business. Full year 2025 net income was $91.6 million, or $4.95 per diluted share, compared to net income of $110.2 million, or $5.82 per share in 2024. The company’s effective tax rate was 18.2% in 2025 compared to 20.2% in 2024.

 

2


Non-GAAP EPS was $6.77 per share, inclusive of a $0.11 unfavorable impact of foreign exchange. This compares to $7.45 per share reported last year. EBITDA totaled $201.0 million, versus $221.1 million reported in 2024. Adjusted EBITDA was $207.2 million, and Adjusted EBITDA margin on total revenues was 11.1%, similar to the 11.2% reported for the prior year. Operating cash flow was $142 million.

 

Backlog and New Business

 

Total backlog was $3.4 billion at the end of the fourth quarter of 2025. Funded backlog was $1.7 billion, or approximately 50% of the total backlog. The total value of contracts awarded in the 2025 fourth quarter was $421.8 million for a quarterly book-to-bill ratio of 0.95 and trailing twelve-month contract awards totaled $2.2 billion for a book-to-bill ratio of 1.19.

 

Commercial Revenue Fourth Quarter 2025 Highlights

 

Commercial revenue was $163.6 million, up 23.3%.

 

Commercial revenue accounted for 36.9% of total revenue, up from 26.7% of total revenue in the fourth quarter of 2024.
Energy markets revenue, which includes energy efficiency programs, increased 23.1% and represented 87.9% of commercial revenue and approximately one-third of total revenue.

 

 

Key Commercial Contracts Awarded in the Fourth Quarter of 2025

 

Notable commercial awards won in the fourth quarter of 2025 included:

 

Energy

Two recompete contracts with a Southeastern U.S. utility to implement its commercial energy efficiency programs.
A contract modification with Southern California Edison to significantly expand implementation of its agricultural energy efficiency program.
A new contract with a Western U.S. public energy provider to implement its residential energy efficiency and electrification program.
A contract modification with a large U.S. utility to implement its HVAC energy efficiency program.

Other

A contract modification with a value of $18.9 million with a U.S.-based organization to continue to support the implementation of surveys in selected countries, including incorporating AI innovations related to data collection and use, and maintaining a website of global health data and tools.
A contract modification with a value of $8.8 million with a U.S.-based organization to continue modernizing its enterprise systems.

 

 

 

 

3


 

Government Revenue Fourth Quarter 2025 Highlights

 

Revenue from government clients was $280.1 million during the quarter.

 

U.S. federal government revenue was $167.8 million, down 35.1% compared to $258.5 million in the fourth quarter of 2024 and 15.3% below the $198.0 million in this year’s third quarter. Year-on-year revenue comparisons were impacted by contract funding curtailments that occurred earlier in the year, a slower pace of new RFPs and the 43-day government shutdown. Federal government revenue accounted for 37.8% of total revenue, down from 52.1% of total revenue in the fourth quarter of 2024.
U.S. state and local government revenue was $78.5 million, a 4.3% increase over the $75.2 million reported in last year's fourth quarter. State and local government clients represented 17.7% of total revenue, up from 15.2% in the fourth quarter of 2024.
International government revenue was $33.8 million, up 12.8% from $29.9 million in the fourth quarter of 2024. International government revenue represented 7.6% of total revenue, up from 6.0% in the prior year.

 

Key Government Contracts Awarded in the Fourth Quarter 2025

 

Notable government contract awards won in the fourth quarter of 2025 included:

IT Modernization/Digital Transformation

A new contract with a value of $22.8 million with a U.S. federal government department to implement an enterprise grants management solution across the department.
A new subcontract with a value of $13.7 million to support a U.S. federal health agency in improving, analyzing and managing program data.
A recompete subcontract with a value of $7.6 million to provide Salesforce licensing and professional support services for a U.S. federal health agency.

Strategic Communications

A recompete multiple-award master framework contract with a ceiling value of $195.4 million with a directorate general of the European Commission to design and deliver large-scale public communication campaigns across European Union Member States.

Energy and Environment

A new contract with a value of $21.1 million with the Peninsula Corridor Joint Powers Board (Caltrain) to deliver environmental services for the Diridon Station Redevelopment Project in California.

Health and Social Programs

A recompete subcontract with a value of $4.4 million to support multi-phase integrated healthcare transformation activities for a U.S. federal government agency.

Disaster Management

A contract modification with a value of $3.8 million with the local school board of a Southern U.S. state to continue to provide disaster recovery services.

 

 

4


 

 

Dividend Declaration

 

On February 26, 2026, ICF declared a quarterly cash dividend of $0.14 per share, payable on April 14, 2026, to shareholders of record on March 27, 2026.

 

Summary and Outlook

 

“ICF demonstrated notable resilience in 2025, driving substantial growth in key client categories, while managing through a challenging business environment in our work for federal government agencies. Our 2025 revenues were firmly within the guidance framework we provided one year ago despite the six-week government shutdown, we maintained our margins, and we built the foundation for a return to growth in 2026. This performance underscores ICF’s competitive strengths, namely our diversified business model, deep domain expertise and cross-cutting technology offerings that are primarily provided under outcome-based contracts.

 

“We expect our 2026 revenues to range from $1.89 billion to $1.96 billion, representing 3% growth at the midpoint, GAAP EPS to range from $5.95 to $6.25, and Non-GAAP EPS to range from $6.95 to $7.25, or 5% growth at the midpoint. These expectations anticipate another year of double-digit revenue growth from our non-federal government clients, which we estimate will account for more than 60% of our total 2026 revenues, and a return to year-on-year growth in certain parts of our federal government business. Full-year operating cash flow is estimated to range from $135 million to $150 million.

 

“With respect to the cadence of the year, we generally expect sequential improvement in federal revenues from the first quarter through the third quarter of 2026, returning to year-on-year growth by the fourth quarter. Our first-quarter comparisons will be down as we will be comparing against a quarter that included federal government contract work that was cancelled between February and May of last year. For the first quarter of 2026, we expect total revenues of approximately $450 million, GAAP EPS of approximately $1.20, and Non-GAAP EPS of approximately $1.55.

 

“We appreciate the tremendous contributions made by our professional staff, whose commitment to excellent client work was critical to our ability to navigate 2025 and whose dedication to ICF supports our confidence in a return to growth in 2026,” Mr. Wasson concluded.

 

 

1 Non-GAAP EPS, EBITDA, and Adjusted EBITDA are non-GAAP measurements. A reconciliation of all non-GAAP measurements to the most applicable GAAP number is set forth below. Special charges are items that were included within our consolidated statements of comprehensive income but are not indicative of ongoing performance and have been presented net of applicable U.S. GAAP taxes. The presentation of non-GAAP measurements may not be comparable to other similarly titled measures used by other companies.

 

###

 

5


About ICF

ICF is a leading global solutions and technology provider with approximately 9,000 employees. At ICF, business analysts and policy specialists work together with digital strategists, data scientists and creatives. We combine unmatched industry expertise with cutting-edge engagement capabilities to help organizations solve their most complex challenges. Since 1969, public and private sector clients have worked with ICF to navigate change and shape the future. Learn more at icf.com.

 

 

Caution Concerning Forward-looking Statements

Statements that are not historical facts and involve known and unknown risks and uncertainties are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements may concern our current expectations about our future results, plans, operations and prospects and involve certain risks, including those related to the government contracting industry generally; our particular business, including our dependence on contracts with U.S. federal government agencies; and our ability to acquire and successfully integrate businesses. These and other factors that could cause our actual results to differ from those indicated in forward-looking statements are included in the "Risk Factors" section of our securities filings with the Securities and Exchange Commission. The forward-looking statements included herein are only made as of the date hereof, and we specifically disclaim any obligation to update these statements in the future.

 

 

Note on Forward-Looking Non-GAAP Measures

The company does not reconcile its forward-looking non-GAAP financial measures to the corresponding U.S. GAAP measures, due to the variability and difficulty in making accurate forecasts and projections and because not all of the information necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures (such as the effect of share-based compensation or the impact of future extraordinary or non-recurring events like acquisitions) is available to the company without unreasonable effort. For the same reasons, the company is unable to estimate the probable significance of the unavailable information. The company provides forward-looking non-GAAP financial measures that it believes will be achievable, but it cannot accurately predict all of the components of the adjusted calculations, and the U.S. GAAP financial measures may be materially different than the non-GAAP financial measures.

 

Investor Contacts:

Lynn Morgen, ADVISIRY PARTNERS, lynn.morgen@advisiry.com +1.212.750.5800

David Gold, ADVISIRY PARTNERS, david.gold@advisiry.com +1.212.750.5800

 

Company Information Contact:

Lauren Dyke, ICF, lauren.dyke@ICF.com +1.571.373.5577

 

 

 

 

6


ICF International, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(Unaudited)

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

December 31,

 

(in thousands, except per share amounts)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue

 

$

443,673

 

 

$

496,324

 

 

$

1,872,851

 

 

$

2,019,787

 

Direct costs

 

 

285,323

 

 

 

317,105

 

 

 

1,176,835

 

 

 

1,282,016

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Indirect and selling expenses

 

 

115,235

 

 

 

129,452

 

 

 

492,404

 

 

 

518,453

 

Depreciation and amortization

 

 

14,480

 

 

 

13,299

 

 

 

58,147

 

 

 

53,476

 

Total operating costs and expenses

 

 

129,715

 

 

 

142,751

 

 

 

550,551

 

 

 

571,929

 

Operating income

 

 

28,635

 

 

 

36,468

 

 

 

145,465

 

 

 

165,842

 

Interest, net

 

 

(7,212

)

 

 

(6,454

)

 

 

(30,833

)

 

 

(29,590

)

Other (expense) income

 

 

(124

)

 

 

1,040

 

 

 

(2,639

)

 

 

1,806

 

Income before income taxes

 

 

21,299

 

 

 

31,054

 

 

 

111,993

 

 

 

138,058

 

Provision for income taxes

 

 

3,986

 

 

 

6,489

 

 

 

20,405

 

 

 

27,888

 

Net income

 

$

17,313

 

 

$

24,565

 

 

$

91,588

 

 

$

110,170

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per Share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.95

 

 

$

1.31

 

 

$

4.97

 

 

$

5.88

 

Diluted

 

$

0.94

 

 

$

1.30

 

 

$

4.95

 

 

$

5.82

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average Shares:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

18,318

 

 

 

18,733

 

 

 

18,414

 

 

 

18,747

 

Diluted

 

 

18,420

 

 

 

18,897

 

 

 

18,516

 

 

 

18,925

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

 

$

0.14

 

 

$

0.14

 

 

$

0.56

 

 

$

0.56

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of tax

 

 

606

 

 

 

(3,251

)

 

 

2,318

 

 

 

(3,861

)

Comprehensive income, net of tax

 

$

17,919

 

 

$

21,314

 

 

$

93,906

 

 

$

106,309

 

 

7


ICF International, Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures(2)

(Unaudited)

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

December 31,

 

(in thousands, except per share amounts)

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Reconciliation of EBITDA and Adjusted EBITDA (3)

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

17,313

 

 

$

24,565

 

 

$

91,588

 

 

$

110,170

 

Interest, net

 

 

7,212

 

 

 

6,454

 

 

 

30,833

 

 

 

29,590

 

Provision for income taxes

 

 

3,986

 

 

 

6,489

 

 

 

20,405

 

 

 

27,888

 

Depreciation and amortization

 

 

14,480

 

 

 

13,299

 

 

 

58,147

 

 

 

53,476

 

EBITDA

 

 

42,991

 

 

 

50,807

 

 

 

200,973

 

 

 

221,124

 

Impairment of long-lived assets (4)

 

 

 

 

 

3,583

 

 

 

 

 

 

3,583

 

Acquisition and divestiture-related expenses (5)

 

 

13

 

 

 

1,108

 

 

 

492

 

 

 

1,313

 

Severance and other costs related to staff realignment (6)

 

 

2,954

 

 

 

351

 

 

 

5,863

 

 

 

1,535

 

Charges and adjustments related to facility consolidations and office closures (7)

 

 

 

 

 

464

 

 

 

(138

)

 

 

464

 

Pre-tax gain from divestiture of a business (8)

 

 

 

 

 

 

 

 

 

 

 

(2,013

)

Total Adjustments

 

 

2,967

 

 

 

5,506

 

 

 

6,217

 

 

 

4,882

 

Adjusted EBITDA

 

$

45,958

 

 

$

56,313

 

 

$

207,190

 

 

$

226,006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Margin Percent on Revenue (9)

 

 

3.9

%

 

 

4.9

%

 

 

4.9

%

 

 

5.5

%

EBITDA Margin Percent on Revenue (10)

 

 

9.7

%

 

 

10.2

%

 

 

10.7

%

 

 

10.9

%

Adjusted EBITDA Margin Percent on Revenue (10)

 

 

10.4

%

 

 

11.3

%

 

 

11.1

%

 

 

11.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Diluted EPS (3)

 

 

 

 

 

 

 

 

 

 

 

 

U.S. GAAP Diluted EPS

 

$

0.94

 

 

$

1.30

 

 

$

4.95

 

 

$

5.82

 

Impairment of long-lived assets

 

 

 

 

 

0.19

 

 

 

 

 

 

0.19

 

Acquisition and divestiture-related expenses

 

 

 

 

 

0.06

 

 

 

0.02

 

 

 

0.07

 

Severance and other costs related to staff realignment

 

 

0.16

 

 

 

0.02

 

 

 

0.32

 

 

 

0.08

 

Charges and adjustments related to facility consolidations and office closures (11)

 

 

 

 

 

0.02

 

 

 

(0.01

)

 

 

0.06

 

Pre-tax gain from divestiture of a business

 

 

 

 

 

 

 

 

 

 

 

(0.11

)

Amortization of intangible assets acquired in business combinations (12)

 

 

0.50

 

 

 

0.43

 

 

 

2.00

 

 

 

1.74

 

Income tax effects of the adjustments (13)

 

 

(0.13

)

 

 

(0.15

)

 

 

(0.51

)

 

 

(0.40

)

Non-GAAP Diluted EPS

 

$

1.47

 

 

$

1.87

 

 

$

6.77

 

 

$

7.45

 

 

8


(2) These tables provide reconciliations of Non-GAAP financial measures to the most applicable U.S. GAAP numbers. While we believe that these Non-GAAP financial measures may be useful in evaluating our financial information, they should be considered supplemental in nature and not as a substitute for financial information prepared in accordance with U.S. GAAP. Other companies may define similarly titled Non-GAAP measures differently and, accordingly, care should be exercised in understanding how we define these measures.

 

 

 

 

 

(3) Reconciliations of EBITDA, Adjusted EBITDA, and Non-GAAP Diluted EPS were calculated using numbers as reported in U.S. GAAP.

 

 

 

 

 

(4) Represents impairment of operating lease right-of-use and leasehold improvement assets associated with exit from certain facilities.

 

 

 

 

 

(5) These are primarily third-party costs related to acquisitions and integration of acquisitions.

 

 

 

 

 

(6) These costs are due to involuntary employee termination benefits for (i) our officers and (ii) a group of employees who have been notified that they will be terminated as part of a business reorganization or exit. For 2025, severance expense includes employee termination benefits as a direct result of contracts terminated for convenience during the year pursuant to executive orders issued by the Administration or actions recommended by DOGE and for which the Company was not reimbursed, or will not be reimbursed, by our federal government customers for these amounts.

 

 

 

 

 

(7) These charges and adjustments are related to a previously exited leased facility which we will continue to pay until the contractual obligations are satisfied but with no economic benefit to us, and the closure of certain international offices.

 

 

 

 

 

(8) Pre-tax gain related to the 2023 divestiture of our U.S. commercial marketing business which includes contingent gains realized in the first and third quarters of 2024.

 

 

 

 

 

(9) Net Income Margin Percent on Revenue was calculated by dividing net income by revenue.

 

 

 

 

 

(10) EBITDA Margin Percent and Adjusted EBITDA Margin Percent on Revenue were calculated by dividing the Non-GAAP measure by the corresponding revenue.

 

 

 

 

 

(11) These are office closure charges and adjustments previously included in Adjusted EBITDA and accelerated depreciation related to fixed assets for planned office closures.

 

 

 

 

 

(12) The amortization of intangible assets acquired from business combinations totaled $9.1 million and $8.1 million for the three months ended December 31, 2025 and 2024, respectively, and $37.0 million and $33.0 million for the years ended December 31, 2025 and 2024, respectively.

 

 

 

 

 

(13) Income tax effects were calculated using the effective tax rate, adjusted for certain discrete items, if any, of 18.7% and 20.9% for the three months ended December 31, 2025 and 2024, respectively, and 22.2% and 20.2% for the years ended December 31, 2025 and 2024, respectively.

 

9


ICF International, Inc. and Subsidiaries

Consolidated Balance Sheets

 

 

(in thousands, except share amounts)

 

December 31, 2025

 

 

December 31, 2024

 

 

 

(Unaudited)

 

 

 

 

ASSETS

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

5,297

 

 

$

4,960

 

Restricted cash

 

 

47,984

 

 

 

13,857

 

Contract receivables, net

 

 

237,996

 

 

 

256,923

 

Contract assets

 

 

186,684

 

 

 

188,941

 

Prepaid expenses and other assets

 

 

18,390

 

 

 

21,133

 

Income tax receivable

 

 

18,087

 

 

 

6,260

 

Total Current Assets

 

 

514,438

 

 

 

492,074

 

Property and Equipment, net

 

 

58,357

 

 

 

66,503

 

Other Assets:

 

 

 

 

 

 

Goodwill

 

 

1,252,207

 

 

 

1,248,855

 

Other intangible assets, net

 

 

81,555

 

 

 

111,701

 

Operating lease - right-of-use assets

 

 

106,274

 

 

 

115,531

 

Deferred tax assets

 

 

 

 

 

1,603

 

Other assets

 

 

37,340

 

 

 

30,086

 

Total Assets

 

$

2,050,171

 

 

$

2,066,353

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

Accounts payable

 

$

123,524

 

 

$

159,522

 

Contract liabilities

 

 

43,444

 

 

 

24,580

 

Operating lease liabilities

 

 

18,787

 

 

 

20,721

 

Finance lease liabilities

 

 

2,704

 

 

 

2,612

 

Accrued salaries and benefits

 

 

95,578

 

 

 

105,773

 

Accrued subcontractors and other direct costs

 

 

48,900

 

 

 

49,271

 

Accrued expenses and other current liabilities

 

 

71,340

 

 

 

86,701

 

Total Current Liabilities

 

 

404,277

 

 

 

449,180

 

Long-term Liabilities:

 

 

 

 

 

 

Debt

 

 

401,355

 

 

 

411,743

 

Operating lease liabilities - non-current

 

 

139,935

 

 

 

155,935

 

Finance lease liabilities - non-current

 

 

8,558

 

 

 

11,261

 

Deferred income taxes

 

 

6,837

 

 

 

 

Other long-term liabilities

 

 

60,727

 

 

 

55,775

 

Total Liabilities

 

 

1,021,689

 

 

 

1,083,894

 

 

 

 

 

 

 

 

Commitments and Contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

 

Preferred stock, par value $.001; 5,000,000 shares authorized; none issued

 

 

 

 

 

 

Common stock, $.001 par value; 70,000,000 shares authorized; 24,378,749 and 24,186,962 shares issued; and 18,247,837 and 18,666,290 shares outstanding at December 31, 2025 and 2024, respectively

 

 

24

 

 

 

24

 

Additional paid-in capital

 

 

465,779

 

 

 

443,463

 

Retained earnings

 

 

956,077

 

 

 

874,772

 

Treasury stock, 6,130,912 and 5,520,672 shares at December 31, 2025 and 2024, respectively

 

 

(379,970

)

 

 

(320,054

)

Accumulated other comprehensive loss

 

 

(13,428

)

 

 

(15,746

)

Total Stockholders’ Equity

 

 

1,028,482

 

 

 

982,459

 

Total Liabilities and Stockholders’ Equity

 

$

2,050,171

 

 

$

2,066,353

 

 

10


ICF International, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

 

 

Years Ended

 

 

 

December 31,

 

(in thousands)

 

2025

 

 

2024

 

Cash Flows from Operating Activities

 

 

 

 

 

 

Net income

 

$

91,588

 

 

$

110,170

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Provision for credit losses

 

 

(429

)

 

 

1,673

 

Deferred income taxes and unrecognized income tax benefits

 

 

5,078

 

 

 

(24,336

)

Non-cash equity compensation

 

 

17,686

 

 

 

16,722

 

Depreciation and amortization

 

 

58,147

 

 

 

53,476

 

Gain on divestiture of a business

 

 

 

 

 

(2,009

)

Other operating adjustments, net

 

 

2,325

 

 

 

4,647

 

Changes in operating assets and liabilities, net of the effects of acquisitions:

 

 

 

 

 

 

Net contract assets and liabilities

 

 

25,369

 

 

 

14,668

 

Contract receivables

 

 

22,031

 

 

 

(49,538

)

Prepaid expenses and other assets

 

 

2,944

 

 

 

3,496

 

Operating lease assets and liabilities, net

 

 

(8,366

)

 

 

(4,755

)

Accounts payable

 

 

(36,827

)

 

 

24,152

 

Accrued salaries and benefits

 

 

(10,843

)

 

 

18,048

 

Accrued subcontractors and other direct costs

 

 

(1,952

)

 

 

4,353

 

Accrued expenses and other current liabilities

 

 

(13,019

)

 

 

8,361

 

Income tax receivable and payable

 

 

(11,694

)

 

 

(5,391

)

Other liabilities

 

 

(168

)

 

 

(2,193

)

Net Cash Provided by Operating Activities

 

 

141,870

 

 

 

171,544

 

 

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

 

 

Payments for purchase of property and equipment and capitalized software

 

 

(21,659

)

 

 

(21,430

)

Payments for business acquisitions, net of cash acquired

 

 

 

 

 

(55,007

)

Proceeds from divestiture of a business

 

 

 

 

 

1,985

 

Other investing, net

 

 

148

 

 

 

(353

)

Net Cash Used in Investing Activities

 

 

(21,511

)

 

 

(74,805

)

 

 

 

 

 

 

 

Cash Flows from Financing Activities

 

 

 

 

 

 

Advances from working capital facilities

 

 

1,348,036

 

 

 

1,227,926

 

Payments on working capital facilities

 

 

(1,359,527

)

 

 

(1,247,791

)

Proceeds from other short-term borrowings

 

 

20,206

 

 

 

62,080

 

Repayments of other short-term borrowings

 

 

(24,768

)

 

 

(66,408

)

Receipt of restricted contract funds

 

 

 

 

 

1,251

 

Payment of restricted contract funds

 

 

 

 

 

(3,267

)

Dividends paid

 

 

(10,356

)

 

 

(10,507

)

Net payments for stock issuances and share repurchases

 

 

(55,286

)

 

 

(47,767

)

Other financing, net

 

 

(2,612

)

 

 

(2,415

)

Net Cash Used in Financing Activities

 

 

(84,307

)

 

 

(86,898

)

Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash

 

 

1,455

 

 

 

(473

)

 

 

 

 

 

 

 

Net Change in Cash, Cash Equivalents, and Restricted Cash

 

 

37,507

 

 

 

9,368

 

Cash, Cash Equivalents, and Restricted Cash, Beginning of Period

 

 

18,817

 

 

 

9,449

 

Cash, Cash Equivalents, and Restricted Cash, End of Period

 

$

56,324

 

 

$

18,817

 

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information

 

 

 

 

 

 

Cash paid during the period for:

 

 

 

 

 

 

Interest

 

$

29,278

 

 

$

30,046

 

 

11


ICF International, Inc. and Subsidiaries

Supplemental Schedule (14)

 

Revenue by client market

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Energy, environment, infrastructure, and disaster recovery

 

 

55

%

 

 

48

%

 

 

52

%

 

 

46

%

Health and social programs

 

 

32

%

 

 

37

%

 

 

33

%

 

 

38

%

Security and other civilian & commercial

 

 

13

%

 

 

15

%

 

 

15

%

 

 

16

%

Total

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue by client type

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

U.S. federal government

 

 

38

%

 

 

52

%

 

 

43

%

 

 

54

%

U.S. state and local government

 

 

18

%

 

 

15

%

 

 

17

%

 

 

16

%

International government

 

 

7

%

 

 

6

%

 

 

7

%

 

 

5

%

Total Government

 

 

63

%

 

 

73

%

 

 

67

%

 

 

75

%

Commercial

 

 

37

%

 

 

27

%

 

 

33

%

 

 

25

%

Total

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue by contract mix

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Time-and-materials

 

 

41

%

 

 

43

%

 

 

43

%

 

 

42

%

Fixed-price

 

 

52

%

 

 

47

%

 

 

50

%

 

 

46

%

Cost-based

 

 

7

%

 

 

10

%

 

 

7

%

 

 

12

%

Total

 

 

100

%

 

 

100

%

 

 

100

%

 

 

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

(14) As is shown in the supplemental schedule, we track revenue by key metrics that provide useful information about the nature of our operations. Client markets provide insight into the breadth of our expertise. Client type is an indicator of the diversity of our client base. Revenue by contract mix provides insight in terms of the degree of performance risk that we have assumed.

12


FAQ

How did ICFI perform financially in full-year 2025?

ICF generated full-year 2025 revenue of $1.87 billion, down from $2.02 billion in 2024. Net income was $91.6 million, or $4.95 diluted EPS, with non-GAAP diluted EPS of $6.77 and Adjusted EBITDA of $207.2 million, an 11.1% margin.

What were ICFI’s key fourth quarter 2025 results?

In Q4 2025, ICF reported revenue of $443.7 million and net income of $17.3 million. Diluted EPS was $0.94, while non-GAAP diluted EPS was $1.47. Adjusted EBITDA reached $46.0 million, giving an Adjusted EBITDA margin of 10.4% for the quarter.

How did commercial and government revenues trend for ICFI in 2025?

Commercial revenue grew strongly, reaching 33% of 2025 revenue, with energy markets up 24% for the year. Government clients provided 67% of revenue, but U.S. federal revenue declined 35.1% year-on-year in Q4 due to funding curtailments and a 43-day shutdown.

What 2026 guidance did ICFI provide for revenue and earnings?

For 2026, ICF expects revenue between $1.89 billion and $1.96 billion, implying low-single-digit growth. GAAP EPS is guided to $5.95–$6.25 and non-GAAP EPS to $6.95–$7.25, supported by double-digit growth from non-federal clients and improving federal revenue trends.

What is ICFI’s current dividend and when is it payable?

ICF declared a quarterly cash dividend of $0.14 per share. It will be paid on April 14, 2026, to shareholders of record as of March 27, 2026. The board reviews future dividends based on earnings, financial conditions, capital needs, and legal considerations.

What does ICFI’s backlog and book-to-bill ratio indicate?

ICF ended 2025 with total backlog of $3.4 billion, including funded backlog of $1.7 billion. Trailing twelve-month contract awards totaled $2.2 billion, producing a book-to-bill ratio of 1.19, which suggests more new work was won than revenue recognized.

How did ICFI’s margins and cash flow hold up in 2025?

Despite lower revenue, ICF’s 2025 gross margin improved to 37.2%, helped by higher-margin commercial energy work. Adjusted EBITDA margin was 11.1%, close to 2024’s 11.2%. Operating cash flow remained strong at $142 million, supporting dividends and share repurchases.

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