ICF Reports Third Quarter 2025 Results

Revenues From Commercial Clients and State & Local and International Government Clients Increased 14% to Account for 57% of Q3 Revenues– –Revenues from Commercial Energy Clients Up 24%– –Favorable Mix and Effective Cost Management Continued to Drive Margin Expansion– –Maintains Guidance Framework and Expects a Return to Revenue and Earnings Growth in 2026–

Third Quarter Highlights:

— Revenue Was $465 Million

— Net Income Was $24 Million; GAAP EPS Was $1.28

— Non-GAAP EPS1 Was $1.67, Inclusive of a Negative Tax Adjustment of $0.04 Per Share

— EBITDA1 Was $52.8 Million; Adjusted EBITDA1 Was $53.2 Million, or 11.4% of Total Revenues

— Contract Awards Were $714 Million for a Quarterly Book-to-Bill Ratio of 1.53

ICF (NASDAQ: ICFI), a leading global solutions and technology provider, reported results for the third quarter ended September 30, 2025.

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Commenting on the results, John Wasson, chair and chief executive officer, said, “Our third quarter performance demonstrates the benefits of ICF's diversified client base, our agility in adapting to challenging market conditions, and the success of our business development activities.

“We continued to see strong year-on-year growth in revenues from our commercial, state & local government and international government clients. Within this client set, revenue growth from commercial energy clients remained robust, driven by strong demand from our utility clients for ICF's industry-leading energy efficiency programs and expertise in flexible load management, electrification, grid resilience and affordability-expertise that is closely aligned with the needs of our utility clients as they address increasing electricity demand.

“We are successfully executing our plan to maintain similar margins to those of 2024. Adjusted EBITDA margin expanded by 10 basis points to 11.4% of third quarter revenues, primarily reflecting the increased contribution of higher-margin commercial energy revenues and the benefits of cost management initiatives. Additionally, fixed price and time and materials contracts accounted for 93% of third quarter revenues compared to 88% last year, while cost reimbursement contracts declined to 7%.

“Third quarter contract awards increased 2.4% year-on-year, resulting in a quarterly book-to-bill ratio of 1.53, despite the continuing delays in new federal government procurements. Approximately 50% of the awarded contracts in the federal government arena represented new business, a good indication that our capabilities, particularly in the area of IT modernization, are being recognized. Our business development pipeline was $8.4 billion at the end of the third quarter, which together with our year-to-date contract awards of $1.8 billion support our confidence in ICF's ability to return to growth in 2026.

“In a separate release today, we announced several executive leadership changes supporting ICF's future growth. Following Barry Broadus' decision to retire after a 40-year career in finance, we have tapped James Morgan, currently COO, to take on the additional role of CFO following the publication of ICF's full year 2025 financial results. In addition, Anne Choate, currently executive vice president, will take on the role of president. ICF is fortunate to have a strong, stable group of talented leaders like James and Anne, who will work closely with me, our executive leadership team and our board of directors in executing organic growth, acquisitions and financial strategies that build our future growth and profitability.”

Third Quarter 2025 Results

Third quarter 2025 total revenue was $465.4million, compared to $517.0 million reported in the third quarter of 2024 and $476.2 million in this year's second quarter. Subcontractor and other direct costs were 24.2% of total revenues, compared to 24.7% in the comparable prior year period. Revenues excluding subcontractor and other direct costs decreased 9.4% compared to last year's third quarter and 3.0% compared to the prior quarter. Gross margin increased 50 basis points to 37.6%, driven by favorable business mix. Operating income was $38.4 million, compared to $46.0 million last year, and operating margin on total revenue was 8.3%, compared to 8.9% in the third quarter of 2024. Net income totaled $23.8 million, versus $32.7 million in the prior year. Diluted EPS was $1.28 per share, compared to $1.73 a year ago. The company's effective tax rate was 22.7% compared to 13.8% in the third quarter of 2024.

Non-GAAP EPS was $1.67 per share, inclusive of a negative tax adjustment of $0.04 per share versus $2.13 per share reported in the comparable period in 2024. EBITDA was $52.8 million, compared to $58.2 million reported in the year-ago quarter. Adjusted EBITDA was $53.2 million, and Adjusted EBITDA margin on total revenues was 11.4%, 10 basis points above third quarter 2024 levels.

Backlog and New Business

Total backlog was $3.5 billion at the end of the third quarter of 2025. Funded backlog was $1.9 billion, or approximately 52% of the total backlog. The total value of contracts awarded in the third quarter of 2025 was $714million, representing a quarterly book-to-bill ratio of 1.53 and a 2.4% increase over the similar period last year.

Government Revenue Third Quarter 2025 Highlights

Revenue from government clients was $308.8million during the quarter.

— U.S. federal government revenue was $198.0 million, down 29.8% compared to $282.0 million in the third quarter of 2024, and 3.0% below the $204.2 million in this year's second quarter. Year-on-year revenue comparisons were impacted by contract funding curtailments and a slower pace of new RFPs. Federal government revenue accounted for 42.6% of total revenue, versus 54.5% of total revenue in the third quarter of 2024, and 42.9% in the prior sequential quarter.

— U.S. state and local government revenue was $81.7 million, a 3.8% increase over the $78.7 million reported in last year's third quarter. State and local government clients represented 17.6% of total revenue, up from 15.2% in the third quarter of 2024.

— International government revenue was $29.0 million, up 8.2% from $26.8 million in the third quarter of 2024. Year-on-year revenue growth has been constrained by the slower-than-expected ramp up of recently won contracts. International government revenue represented 6.2% of total revenue, up from 5.2% in the prior year.

Key Government Contracts Awarded in the Third Quarter of 2025

Notable government contract awards won in the third quarter of 2025 included:

IT Modernization/Digital Transformation

— A recompete contract with a value of $64.3 million to continue serving as the third-party administrator for a state indemnification fund, delivering end-to-end claims management, advanced technology solutions and program oversight.

— A recompete contract with a value of $23.8 million with a federal health agency to continue operating and enhancing a data management system that integrates advanced analytics and forward-leaning technology to improve data collection, validation and reporting.

— A new contract with a value of $21.2 million with a department of the U.S. federal government to provide low-code applications and IT services.

— A new contract with a value of $17.1 million with a department of the U.S. federal government to provide IT modernization services.

— A subcontract modification with a value of $7.4 million to continue to provide DevOps software development services to a department of the U.S. federal government.

Disaster Management

— Two contract modifications with a combined value of $20.0 million with the government of a U.S. territory to continue to provide program management services related to its hurricane recovery efforts.

— A new task order with a value of $8.2 million with a Northeastern U.S. state to provide construction management support related to housing recovery programs.

— A contract modification with a value of $8.1 million with a state housing agency to expand program management services and continue providing construction management and technical assistance support.

Health and Social Programs

— A recompete contract with a value of $90.7 million with a federal health agency to provide comprehensive digital communications, knowledge management and outreach services to support national child welfare programs.

— Fiverecompete contracts with a combined value of $64.0 million with a federal health agency to deliver training and technical assistance for early childhood programs to enhance program quality and ensure continuous quality improvement across several regions.

— A contract modification with a value of $11.6 million with a federal health agency to continue to deliver integrated technical assistance networks and data-driven solutions that strengthen state, territory and tribal childcare systems.

— Arecompete contract with a value of $7.0 million with a federal housing agency to provide technical assistance and capacity-building services to strengthen disaster recovery programs.

Strategic Communications

— A recompete framework contract with a ceiling value of more than $80 million with a directorate general of the European Commission to provide media relations and outreach services.

— A recompete contract with a value of $9.8 million with the North Carolina Turnpike Authority to provide marketing and communications services.

— A new contract with a value of $9.5 million with a U.S. federal government entity to deliver science and technical expertise to advance research, innovation programs and strategic initiatives.

Commercial Revenue Third Quarter 2025 Highlights

Commercial revenue was $156.6 million, up 20.9% year-over-year.

— Commercial revenue accounted for 33.7% of total revenue, up from 25.1% of total revenue in the third quarter of 2024.

— Energy markets revenue, which includes energy efficiency programs, increased 24.3% year-over-year and represented 89.0% of commercial revenue.

Key Commercial Contracts Awarded in the Third Quarter of 2025

Notable commercial awards won in the third quarter of 2025 included:

Energy

— A new contract with a Midwestern U.S. utility to deliver program implementation services for its residential building envelope program.

— A sole-source contract extension with a consortium of Northeastern U.S. utilities and energy efficiency service providers to deliver energy efficiency program implementation services.

— A recompete contract with a Southeastern U.S. utility to provide program implementation services for its commercial and industrial efficiency and electrification programs.

— A new contract with a North American nonprofit collaborative to administer its program and provide market transformation expertise regarding innovative gas technologies.

— A recompete contract with a Northeastern U.S. utility to provide software and support to track its demand-side management programs.

Other

— A new grant with a value of $24.7 million with a nonprofit organization to support the implementation of surveys in selected countries and maintain a website of global health data and tools.

Dividend Declaration

On October 30, 2025, ICF declared a quarterly cash dividend of $0.14 per share, payable on January 9, 2026, to shareholders of record on December 5, 2025.

Summary and Outlook

“Year-to-date results have put us on track for our 2025 results to be within the guidance framework we provided at the beginning of this year, which stated that a 10% decline in revenues, GAAP EPS and Non-GAAP EPS from 2024 levels was the maximum downside risk we foresaw from the loss of business primarily from federal government clients during this transition year. At that time, we stated that our guidance framework did not consider the potential impact of an extended government shutdown. In the month of October, we estimate that ICF's revenues will be reduced by approximately $8 million and gross profit by approximately $2.5 million as a result of the current government shutdown. Based on this monthly impact continuing, we are pleased to be able to maintain our original guidance framework for revenues and Non-GAAP EPS even if the government shutdown extends through the end of the year. Given these assumptions, we expect the year-on-year decline in fourth quarter revenues and Non-GAAP EPS would be similar to what was reported for the third quarter. We are revising our operating cash flow estimate for 2025 to range from $125 million to $150 million to reflect the timing of payments as a result of the government shutdown.

“Looking ahead, we continue to be confident in our ability to return to revenue and earnings growth in 2026. This outlook is supported by the continued growth from our non-federal government clients, improvement from portions of our federal government business, recent contract wins and a robust pipeline of opportunities. Additionally, our professional staff has been instrumental in helping us navigate difficult business conditions, and their ongoing commitment to ICF and our clients underpins our ability to drive long-term growth,” Mr. Wasson concluded.

1Non-GAAP EPS, EBITDA, and Adjusted EBITDA are Non-GAAP measurements. A reconciliation of all Non-GAAP measurements to the most applicable GAAP number is set forth below. Special charges are items that were included within our consolidated statements of comprehensive income but are not indicative of ongoing performance and have been presented net of applicable U.S. GAAP taxes. The presentation of Non-GAAP measurements may not be comparable to other similarly titled measures used by other companies.

About ICF ICFis a leading global solutions and technology provider with approximately 9,000 employees. 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 ICFto navigate change and shape the future. Learn more aticf.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, as amended. 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 withU.S.federal government agencies; and our ability to acquire and successfully integrate businesses. These and other factors that could cause our actual results to differ from those indicated in forward-looking statements are included in the “Risk Factors” section of our securities filings with theSecurities 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.

Note on Forward-Looking Non-GAAP Measures The company does not reconcile its forward-looking Non-GAAP financial measures to the correspondingU.S.GAAP measures due to the variability and difficulty in making accurate forecasts and projections and because not all of the information necessary for a quantitative reconciliation of these forward-looking Non-GAAP financial measures (such as the effect of share-based compensation or the impact of future extraordinary or non-recurring events like acquisitions) is available to the company without unreasonable effort. For the same reasons, the company is unable to estimate the probable significance of the unavailable information. The company provides forward-looking Non-GAAP financial measures that it believes will be achievable, but it cannot accurately predict all of the components of the adjusted calculations, and theU.S.GAAP financial measures may be materially different than the Non-GAAP financial measures.

Investor Contacts:

Lynn Morgen, ADVISIRY PARTNERS, lynn.morgen@advisiry.com +1.212.750.5800 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

ICF International, Inc. and SubsidiariesConsolidated Statements of Comprehensive Income(Unaudited) Three Months Ended Nine Months Ended September 30, September 30,(in thousands, except per share amounts) 2025 2024 2025 2024Revenue $ 465,405 $ 516,998 $ 1,429,178 $ 1,523,463Direct costs 290,545 325,047 891,512 964,911Operating costs and expenses:Indirect and selling expenses 122,261 132,816 377,169 389,001Depreciation and amortization 14,168 13,111 43,665 40,176Total operating costs and expenses 136,429 145,927 420,834 429,177Operating income 38,431 46,024 116,832 129,375Interest, net (7,861) (7,195) (23,620) (23,136)Other income (expense) 176 (899) (2,515) 767Income before income taxes 30,746 37,930 90,697 107,006Provision for income taxes 6,980 5,251 16,419 21,399Net income $ 23,766 $ 32,679 $ 74,278 $ 85,607Earnings per Share:Basic $ 1.29 $ 1.74 $ 4.03 $ 4.57Diluted $ 1.28 $ 1.73 $ 4.01 $ 4.53Weighted-average Shares:Basic 18,432 18,760 18,447 18,752Diluted 18,526 18,910 18,542 18,915Cash dividends declared per common share $ 0.14 $ 0.14 $ 0.42 $ 0.42Other comprehensive (loss) income, net of tax (1,733) (951) 1,712 (610)Comprehensive income, net of tax $ 22,033 $ 31,728 $ 75,990 $ 84,997ICF International, Inc. and SubsidiariesReconciliation of Non-GAAP financial measures (2)(Unaudited) Three Months Ended Nine Months Ended September 30, September 30,(in thousands, except per share amounts) 2025 2024 2025 2024Reconciliation of EBITDA and Adjusted EBITDA (3)Net income $ 23,766 $ 32,679 $ 74,278 $ 85,607Interest, net 7,861 7,195 23,620 23,136Provision for income taxes 6,980 5,251 16,419 21,399Depreciation and amortization 14,168 13,111 43,665 40,176EBITDA 52,775 58,236 157,982 170,318Acquisition and divestiture-related expenses (4) 25 139 479 205Severance and other costs related to staff realignment (5) 359 449 2,909 1,184Charges and adjustments related to facility consolidations and office closures (6) – – (138) -Pre-tax gain from divestiture of a business (7) – (298) – (2,013)Total Adjustments 384 290 3,250 (624)Adjusted EBITDA $ 53,159 $ 58,526 $ 161,232 $ 169,694Net Income Margin Percent on Revenue (8) 5.1% 6.3% 5.2% 5.6%EBITDA Margin Percent on Revenue (9) 11.3% 11.3% 11.1% 11.2%Adjusted EBITDA Margin Percent on Revenue (9) 11.4% 11.3% 11.3% 11.1%Reconciliation of Non-GAAP Diluted EPS (3)U.S. GAAP Diluted EPS $ 1.28 $ 1.73 $ 4.01 $ 4.53Acquisition and divestiture-related expenses – 0.01 0.02 0.01Severance and other costs related to staff realignment 0.02 0.02 0.16 0.06Charges and adjustments related to facility consolidations and office closures (10) – – (0.01) 0.04Pre-tax gain from divestiture of a business – (0.02) – (0.11)Amortization of intangible assets acquired in business combinations (11) 0.49 0.44 1.50 1.31Income tax effects of the adjustments (12) (0.12) (0.05) (0.38) (0.26)Non-GAAP Diluted EPS $ 1.67 $ 2.13 $ 5.30 $ 5.58(2)These tables provide reconciliations of Non-GAAP financial measures to the most applicable U.S. GAAP numbers. While we believe that these Non-GAAP financial measures may be useful in evaluating our financial information, they should be considered supplemental in nature and not as a substitute for financial information prepared in accordance with U.S. GAAP. Other companies may define similarly titled Non-GAAP measures differently and, accordingly, care should be exercised in understanding how we define these measures.(3)Reconciliations of EBITDA, Adjusted EBITDA, and Non-GAAP Diluted EPS were calculated using numbers as reported in U.S. GAAP.(4) These are primarily third-party costs related to acquisitions and integration of acquisitions.(5) These costs are due to involuntary employee termination benefits for (i) our officers and (ii) group of employees who have been notified that they will be terminated as part of a business reorganization or exit.(6)These charges and adjustments are related to a previously exited leased facility which we will continue to pay until the contractual obligations are satisfied but with no economic benefit to us, and the closure of certain international offices.(7)Pre-tax gain related to the 2023 divestiture of our U.S. commercial marketing business which includes contingent gains realized in the first quarter of 2024.(8)Net Income Margin Percent on Revenue was calculated by dividing net income by revenue.(9) EBITDA Margin Percent and Adjusted EBITDA Margin Percent on Revenue were calculated by dividing the Non-GAAP measure by the corresponding revenue.(10)These are office closure charges and adjustments previously included in Adjusted EBITDA and accelerated depreciation related to fixed assets for planned office closures.(11)The amortization of intangible assets acquired from business combinations totaled $9.2 million and $8.3 million for the three months ended September30, 2025 and 2024, respectively, and $27.9 million and $24.9 million for the nine months ended September30, 2025 and 2024, respectively.(12)Income tax effects were calculated using the effective tax rate, adjusted for certain discrete items, if any, of 22.7% and 13.8% for the three months ended September30, 2025 and 2024, respectively, and 23.0% and 20.0% for the nine months ended September30, 2025 and 2024, respectively.ICF International, Inc. and SubsidiariesConsolidated Balance Sheets(in thousands, except share amounts) September 30, 2025 December 31, 2024 (Unaudited)ASSETSCurrent Assets:Cash and cash equivalents $ 3,988 $ 4,960Restricted cash 46,965 13,857Contract receivables, net 233,014 256,923Contract assets 225,946 188,941Prepaid expenses and other assets 22,115 21,133Income tax receivable 36,952 6,260Total Current Assets 568,980 492,074Property and Equipment, net 58,807 66,503Other Assets:Goodwill 1,252,136 1,248,855Other intangible assets, net 88,824 111,701Operating lease – right-of-use assets 108,602 115,531Deferred tax assets – 1,603Other assets 36,221 30,086Total Assets $ 2,113,570 $ 2,066,353LIABILITIES AND STOCKHOLDERS' EQUITYCurrent Liabilities:Accounts payable $ 139,235 $ 159,522Contract liabilities 34,680 24,580Operating lease liabilities 18,544 20,721Finance lease liabilities 2,681 2,612Accrued salaries and benefits 84,262 105,773Accrued subcontractors and other direct costs 50,791 49,271Accrued expenses and other current liabilities 73,182 86,701Total Current Liabilities 403,375 449,180Long-term Liabilities:Long-term debt 449,404 411,743Operating lease liabilities – non-current 144,077 155,935Finance lease liabilities – non-current 9,242 11,261Deferred income taxes 22,795 -Other long-term liabilities 60,556 55,775Total Liabilities 1,089,449 1,083,894Commitments and ContingenciesStockholders' Equity:Preferred stock, par value $.001; 5,000,000 shares authorized; none issued – -Common stock, par value $.001; 70,000,000 shares authorized; 24,345,942 and 24,186,962 shares 24 24issued at September30, 2025 and December31, 2024, respectively; 18,435,932 and 18,666,290 sharesoutstanding at September30, 2025 and December31, 2024, respectivelyAdditional paid-in capital 458,902 443,463Retained earnings 941,319 874,772Treasury stock, 5,910,010 and 5,520,672 shares at September30, 2025 and December31, 2024, respectively (362,090) (320,054)Accumulated other comprehensive loss (14,034) (15,746)Total Stockholders' Equity 1,024,121 982,459Total Liabilities and Stockholders' Equity $ 2,113,570 $ 2,066,353ICF International, Inc. and SubsidiariesConsolidated Statements of Cash Flows(Unaudited) Nine Months Ended September30,(in thousands) 2025 2024Cash Flows from Operating ActivitiesNet income $ 74,278 $ 85,607Adjustments to reconcile net income to net cash provided by operating activities:Provision for credit losses (305) 3,176Deferred income taxes and unrecognized income tax benefits 20,186 (16,957)Non-cash equity compensation 12,915 12,494Depreciation and amortization 43,665 40,176Gain on divestiture of a business – (2,009)Other operating adjustments, net 3,837 2,206Changes in operating assets and liabilities, net of the effects of acquisitions:Net contract assets and liabilities (22,676) (40,155)Contract receivables 26,829 (9,634)Prepaid expenses and other assets (2,470) (434)Operating lease assets and liabilities, net (6,774) (3,065)Accounts payable (21,099) (13,402)Accrued salaries and benefits (22,143) 2,889Accrued subcontractors and other direct costs (25) 9,660Accrued expenses and other current liabilities (9,804) 16,979Income tax receivable and payable (30,566) (9,574)Other liabilities 396 (1,773)Net Cash Provided by Operating Activities 66,244 76,184Cash Flows from Investing ActivitiesPayments for purchase of property and equipment and capitalized software (14,745) (15,559)Proceeds from divestiture of a business – 1,985Other investing, net 403 -Net Cash Used in Investing Activities (14,342) (13,574)Cash Flows from Financing ActivitiesAdvances from working capital facilities 1,048,671 917,953Payments on working capital facilities (1,011,838) (930,043)Proceeds from other short-term borrowings 10,798 43,735Repayments of other short-term borrowings (16,620) (53,280)Receipt of restricted contract funds – 1,275Payment of restricted contract funds – (3,586)Dividends paid (7,775) (7,880)Net payments for stock issuances and share repurchases (39,512) (30,995)Other financing, net (1,950) (1,777)Net Cash Used in Financing Activities (18,226) (64,598)Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash 1,433 174Net Change in Cash, Cash Equivalents, and Restricted Cash 35,109 (1,814)Cash, Cash Equivalents, and Restricted Cash, Beginning of Period 18,817 9,449Cash, Cash Equivalents, and Restricted Cash, End of Period $ 53,926 $ 7,635Supplemental Disclosure of Cash Flow InformationCash paid during the period for:Interest $ 20,045 $ 24,388Income taxes $ 27,431 $ 50,382ICF International, Inc. and SubsidiariesSupplemental Schedule (13)Revenue by client market Three Months Ended Nine Months Ended September 30, September 30, 2025 2024 2025 2024Energy, environment, infrastructure, and disaster recovery 53% 46% 51% 46%Health and social programs 33% 38% 34% 38%Security and other civilian & commercial 14% 16% 15% 16%Total 100% 100% 100% 100%Revenue by client type Three Months Ended Nine Months Ended September 30, September 30, 2025 2024 2025 2024U.S. federal government 43% 55% 45% 55%U.S. state and local government 17% 15% 17% 16%International government 6% 5% 6% 5%Total Government 66% 75% 68% 76%Commercial 34% 25% 32% 24%Total 100% 100% 100% 100%Revenue by contract mix Three Months Ended Nine Months Ended September 30, September 30, 2025 2024 2025 2024Time-and-materials 44% 43% 43% 42%Fixed-price 49% 46% 49% 46%Cost-based 7% 11% 8% 12%Total 100% 100% 100% 100%(13)As is shown in the supplemental schedule, we track revenue by key metrics that provide useful information about the nature of our operations. Client markets provide insight into the breadth of our expertise. Client type is an indicator of the diversity of our client base. Revenue by contract mix provides insight in terms of the degree of performance risk that we have assumed.

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