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ICF International president acquires 1,960 shares

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Form Type
4

Rhea-AI Filing Summary

ICF International, Inc. President Anne F. Choate reported exercising 1,960 restricted stock units on November 7, 2026, at a stated exercise price of $79.68; the exercise was the third vesting anniversary (50%). The exercise resulted in 1,960 common shares acquired at $0 per share. Separately, 606 common shares were delivered or withheld for payment of exercise price or tax liability, at a reported price of $79.68 per share. Choate had 13,010 restricted stock units following the transaction. No Rule 10b5-1 plan is reported.

Insider Choate Anne F
Role President
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 1,960 -- --
Exercise Common F1 1,960 $0.00 $0.00
Exercise Price or Tax Liability Common 606 $79.68 $48K
Holdings After Transaction: Restricted Stock Units — 13,010 units (Direct); Common — 11,834 shares (Direct)
Footnotes (2)
  1. F1. The exercise price for the restricted stock unit exercise was $79.68.
  2. F2. Represents the 3rd vesting anniversary (50%) of acquired restricted stock units granted pursuant to the 2018 Omnibus Incentive Plan, as amended.
Restricted stock units exercised 1,960 units November 7, 2026
Common shares acquired 1,960 shares November 7, 2026; reported at $0 per share
Exercise price $79.68 For the restricted stock unit exercise
Shares delivered or withheld 606 shares For payment of exercise price or tax liability
Reported transaction price $79.68 per share 606 common shares delivered or withheld
Restricted stock units following transaction 13,010 units Reported after the November 7, 2026 transaction
Restricted Stock Units technical
"exercise 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.
vesting anniversary technical
"3rd vesting anniversary (50%)"
2018 Omnibus Incentive Plan technical
"granted pursuant to the 2018 Omnibus Incentive Plan"

FAQ

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What transactions did ICFI President Anne F. Choate report?

Anne F. Choate exercised 1,960 restricted stock units on November 7, 2026, and acquired 1,960 common shares at $0 per share. The related footnote states an exercise price of $79.68. Separately, 606 common shares were delivered or withheld for payment of exercise price or tax liability, with a reported price of $79.68 per share.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Choate Anne F

(Last)(First)(Middle)
1902 RESTON METRO PLAZA

(Street)
RESTON VIRGINIA 20190

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ICF International, Inc. [ ICFI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common11/07/2026M1,960A$0(1)12,440D
Common11/07/2026F606D$79.6811,834D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)11/07/2026M1,960 (2) (2)Common1,960(1)13,010D
Explanation of Responses:
1. The exercise price for the restricted stock unit exercise was $79.68.
2. Represents the 3rd vesting anniversary (50%) of acquired restricted stock units granted pursuant to the 2018 Omnibus Incentive Plan, as amended.
/s/ James E. Daniel, Attorney-in-fact11/10/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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