Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers
On September 21, 2022, ICF International, Inc. (the "Company"), announced that
Mr. Donald J. Terreri, Vice President, Principal Accounting Officer ("PAO") and
Corporate Controller, is resigning, effective October 14, 2022.
On October 5, 2022, the Board of Directors of the Company designated the
Company's Senior Vice President and Chief Financial Officer, Barry Broadus, as
the Interim Principal Accounting Officer of the Company, effective October 14,
2022 (the "Appointment Date"), to serve in that function until a permanent
replacement is named.
The Company has not entered into, adopted or commenced any new, or amended any
existing compensating plans or arrangements or employment agreements with Mr.
Broadus in connection with this designation. There are no arrangements or
understandings between Mr. Broadus and other persons pursuant to which he was
designated as the Interim PAO of the Company. There are no family relationships
between Mr. Broadus and any director or executive officer, or any person
nominated or chosen by the Company to become a director or executive officer
that are required to be reported under Item 401(d) of Regulation S-K or would be
reportable under Item 404(a) of Regulation S-K.
Information called for in Items 5.02(c)(3) and 5.02(d)(4) of Form 8-K in respect
of a new non-interim PAO has not been determined and is unavailable as of the
date of this report.
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