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ICF International, Inc.

For the period ended Sep 30, 2025. Filed Oct 30, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Oct 30, 2025

ICFI$79.68-16.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number:001-33045

ICF International, Inc.

(Exact name of Registrant as Specified in its Charter)

Delaware22-3661438
(State or Other Jurisdiction ofIncorporation or Organization)(I.R.S. EmployerIdentification No.)
1902 Reston Metro Plaza, Reston, VA20190
(Address of Principal Executive Offices)(Zip Code)

Registrant’s telephone number, including area code: (703)934-3000

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each classTrading Symbols(s)Name of each exchange on which registered
Common StockICFIThe Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of ‘‘large accelerated filer,’’ ‘‘accelerated filer,’’ ‘‘smaller reporting company,’’ and ‘‘emerging growth company’’ in Rule 12b–2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).☐ Yes☒ No

As of October 24, 2025, there were 18,435,932 shares outstanding of the registrant’s common stock.

ICF INTERNATIONAL, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q FOR THE

PERIOD ENDED SEPTEMBER 30, 2025

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION4
Item 1.Financial Statements4
Consolidated Balance Sheets at September 30, 2025 (Unaudited) and December 31, 20244
Consolidated Statements of Comprehensive Income (Unaudited) for the Three Months and Nine Months Ended September 30, 2025 and 20245
Consolidated Statements of Stockholders’ Equity (Unaudited) including the Three Months and Nine Months Ended September 30, 2025 and 20246
Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2025 and 20248
Notes to Consolidated Financial Statements9
Note 1 - Basis of Presentation9
Note 2 - Restricted Cash11
Note 3 - Contract Receivables, Net11
Note 4 - Leases12
Note 5 - Debt13
Note 6 - Revenue Recognition13
Note 7 - Derivative Instruments and Hedging Activities14
Note 8 - Income Taxes15
Note 9 - Stockholders' Equity16
Note 10 - Stock-Based Compensation18
Note 11 - Acquisitions18
Note 12 - Earnings Per Share19
Note 13 - Fair Value19
Note 14 - Commitments and Contingencies20
Note 15 - Segment Information20
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3.Quantitative and Qualitative Disclosures About Market Risk30
Item 4.Controls and Procedures30
PART II. OTHER INFORMATION31
Item 1.Legal Proceedings31
Item 1A.Risk Factors31
Item 2.Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities31
Item 3.Defaults Upon Senior Securities31
Item 4.Mine Safety Disclosures31
Item 5.Other Information31
Item 6.Exhibits32
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.