icfi20220921_8k.htm
false
0001362004
0001362004
2022-09-21
2022-09-21
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): September 21, 2022
ICF International, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-33045
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22-3661438
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification Number)
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9300 Lee Highway, Fairfax, Virginia
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22031
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:(703) 934-3000
Not Applicable
(Former name or former address, if changed since last report.)
Securities registered pursuant to Section 12(b) of the Act.
Title of each class
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Trading Symbols(s)
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Name of each exchange on which registered
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Common Stock
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ICFI
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NASDAQ
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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:
☐ 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))
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 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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Mr. Donald J. Terreri, Vice President, Principal Accounting Officer (“PAO”) and Corporate Controller of ICF International, Inc. (the “Company”), has informed senior management that he will resign from the Company, effective October 14, 2022, to take a senior position at another company. Mr. Terreri’s departure is not the result of any issue or concern with the Company’s accounting, financial reporting or internal control over financial reporting.
Until a new PAO is named, the Company’s accounting functions and personnel will be overseen by Mr. Barry Broadus, the Company’s Senior Vice President and Chief Financial Officer.
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.
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ICF International, Inc.
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Date: September 21, 2022
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By:
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/s/ Barry Broadus
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Barry Broadus
Senior Vice President and Chief Financial Officer
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