X0306 4 2012-10-22 0 0001085621 ICG GROUP, INC. ICGE 0001184528 BUCKLEY WALTER W III C/O ICG GROUP, INC. 555 E. LANCASTER AVENUE, SUITE 640 RADNOR PA 19087 1 1 0 0 Chief Executive Officer Common Stock, par value $.001 per share 2012-10-22 4 M 0 99999 4.59 A 811264 D Common Stock, par value $.001 per share 2012-10-22 4 S 0 9400 11.0426 D 801864 D Common Stock, par value $.001 per share 2012-10-23 4 S 0 15600 10.7756 D 786264 D Common Stock, par value $.001 per share 12500 I Held by trust for the benefit of Mr. Buckley's relative Common Stock, par value $.001 per share 12500 I Held by trust for the benefit of Mr. Buckley's relative Common Stock, par value $.001 per share 59748 I Held by 401(k) Plan Options to Purchase Common Stock 4.59 2012-10-22 4 M 0 99999 0 D 2006-10-23 2012-10-23 Common Stock, par value $.001 per share 99999 0 D The option exercise and sale reported in this Form 4 were effected pursuant to a Rule 10b(5)-1 trading plan adopted on September 24, 2012 by the Reporting Person with respect to options expiring on October 23, 2012; an aggregate of 25,000 shares were sold in connection with this option exercise. This column reflects the weighted average sales price for multiple transactions reported for October 22, 2012. Actual sales prices for these transactions ranged from $10.95 to $11.08, inclusive. The Reporting Person undertakes to provide to ICG Group, Inc., any security holder of ICG Group, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price with the range. This column reflects the weighted average sales price for multiple transactions reported for October 23, 2012. Actual sales prices for these transactions ranged from $10.70 to $10.85, inclusive. The Reporting Person undertakes to provide to ICG Group, Inc., any security holder of ICG Group, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. Walter W. Buckley, III 2012-10-24