8-K
ICF International, Inc. (ICFI)
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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 29, 2022
ICF International, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-33045 | 22-3661438 |
|---|---|---|
| (State or other jurisdiction of<br><br> <br>incorporation or organization) | (Commission File Number) | (I.R.S. Employer<br><br> <br>Identification Number) |
| 9300 Lee Highway, Fairfax, Virginia | 22031 | |
| (Address of principal executive offices) | (Zip Code) | |
| 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 | Trading Symbols(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | ICFI | NASDAQ |
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 2.02 Results of Operations and Financial Condition
On September 29, 2022, ICF International, Inc. (the “Company”) announced it will release its third quarter 2022 earnings results after the market closes on November 3, 2022. The Company will conduct a conference call at 4:30 p.m. Eastern Time on November 3, 2022, to discuss the results for the quarter ended September 30, 2022. Instructions on how to participate in the conference call are contained in the press release, a copy of which is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99.1 | Press Release dated September 29, 2022 |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| ICF International, Inc. | ||
|---|---|---|
| Date: September 29, 2022 | By: | /s/ James E. Daniel |
| James E. Daniel | ||
| Executive Vice President and General Counsel |
ex_427770.htm
Exhibit 99.1
| NEWS RELEASE |
|---|
ICF Announces Timing of Third Quarter 2022 Earnings Release and Conference Call
Date: **** Thursday, November 3, 2022
Time: 4:30 p.m. Eastern Time
Audio-only Webcast: https://edge.media-server.com/mmc/p/6iujeqsm
Participant Registration: https://register.vevent.com/register/BI0d530353677047db8cc64352e67b5a9f
FAIRFAX, Va. (September 29, 2022) — ICF (NASDAQ:ICFI), a global consulting and digital services provider, will release its third quarter 2022 results on Thursday, November 3, 2022, after the market close. The results will be available at: http://investor.icf.com.
To listen to the conference call, please register at **** https://edge.media-server.com/mmc/p/6iujeqsm at least 15 minutes prior to the call and download and install any necessary software.
Individuals interested in participating in the call should register at https://register.vevent.com/register/BI0d530353677047db8cc64352e67b5a9f to receive their unique PIN number.
The replay will be available for one year following the live event at https://investor.icf.com/news-events.
For More Information
Investor information contact:
Lynn Morgen, AdvisIRy Partners, lynn.morgen@advisiry.com, +1.212.750.5800
or
David Gold, AdvisIRy Partners, david.gold@advisiry.com, +1.212.750.5800
Company information contact:
Lauren Dyke, ICF, lauren.dyke@icf.com, +1.571.373.5577
About ICF
ICF (NASDAQ:ICFI) is a global consulting services company with approximately 8,000 full- and part-time employees, but we are not your typical consultants. At ICF, business analysts and policy specialists work together with digital strategists, data scientists and creatives. We combine unmatched industry expertise with cutting-edge engagement capabilities to help organizations solve their most complex challenges. Since 1969, public and private sector clients have worked with ICF to navigate change and shape the future. Learn more at icf.com.
Caution Concerning Forward-looking Statements
Statements that are not historical facts and involve known and unknown risks and uncertainties are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements may concern our current expectations about our future results, plans, operations and prospects and involve certain risks, including those related to the government contracting industry generally; our particular business, including our dependence on contracts with U.S. federal government agencies; our ability to acquire and successfully integrate businesses; and the effects of the novel coronavirus disease (COVID-19) and related federal, state and local government actions and reactions on the health of our staff and that of our clients, the continuity of our and our clients' operations, our results of operations and our outlook. These and other factors that could cause our actual results to differ from those indicated in forward-looking statements that are included in the "Risk Factors" section of our securities filings with the Securities and Exchange Commission. The forward-looking statements included herein are only made as of the date hereof, and we specifically disclaim any obligation to update these statements in the future.