Choate Anne F 4

What Happened Anne F. Choate, Executive Vice President of ICF International (ICFI), received 2,370 shares when a 2023 performance share award vested on January 20, 2026. The award shares were issued at $0.00 (vested award). To satisfy tax withholding, 822 of those vested shares were withheld/disposed at $94.53 per share, totaling $77,704. Net shares delivered to Choate after withholding: 1,548.

Key Details

• Transaction date: 2026-01-20; Form 4 filed 2026-01-22 (timely).
• Award (code A): 2,370 shares vested; Acquisition price reported $0.00.
• Tax withholding (code F): 822 shares withheld/disposed at $94.53 = $77,704.
• Shares owned after transaction: not specified in this filing.
• Footnotes: F1 — these shares vested from a 2023 performance award after meeting performance criteria; F2 — 822 shares withheld to pay the related tax liability.
• This was a vesting/withholding event (not an open-market sale or purchase).

Context This is a routine vesting of performance shares and an internal tax withholding (cashless withholding) to cover tax obligations. Such withholding disposals are administrative and do not necessarily indicate the insider’s sentiment about the stock.