[8-K] DMC Global Inc. Reports Material Event

Rhea-AI Filing Summary

DMC Global Inc. increased its board to seven members and appointed Sharon S. Spurlin as a director effective immediately. The company disclosed that Ms. Spurlin will serve on the Audit Committee and the Risk Committee, is independent under Nasdaq rules, has no family ties to executives or other directors, and has no reportable related‑party transactions.

The filing states Ms. Spurlin will be paid under the company’s standard non‑employee director compensation arrangements. The company furnished a press release dated in late September announcing the appointment and clarified that the furnished information is not "filed" for purposes of certain Exchange Act liabilities.

Positive

• Board increased to seven members, expanding oversight capacity
• Sharon S. Spurlin appointed to the Audit Committee, which supports financial reporting oversight
• Sharon S. Spurlin appointed to the Risk Committee, enhancing enterprise risk governance
• Board determined Ms. Spurlin is independent under Nasdaq rules with no reportable related‑party transactions

Negative

• None.

Insights

Corporate Governance Analyst

New independent director strengthens board oversight with audit and risk committee experience.

The board expanded to seven members and added Sharon S. Spurlin, who will join the Audit and Risk Committees, which can broaden oversight capacity for financial reporting and enterprise risks. The appointment is described as independent under Nasdaq rules and free of related‑party conflicts.

This change is operationally straightforward and was announced by press release; monitor near‑term proxy disclosures for any updates to committee charters or additional background on Ms. Spurlin's qualifications within the next 12 months.

0000034067FALSE00000340672025-09-252025-09-250000034067us-gaap:CommonStockMember2025-09-252025-09-250000034067boom:StockPurchaseRightsMember2025-09-252025-09-25

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 25, 2025

DMC Global Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-14775

84-0608431

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

11800 Ridge Parkway, Suite 300, Broomfield, Colorado 80021

(Address of Principal Executive Offices, Including Zip Code)

(303) 665-5700

(Registrant’s Telephone Number, Including Area Code)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of exchange on which registered

Common Stock, $0.05 Par Value

BOOM

The Nasdaq Global Select Market

Stock Purchase Rights

The Nasdaq Global Select Market

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 o

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. o

Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 25, 2025, the Board of Directors (the “Board”) of DMC Global Inc. (the “Company”), upon the recommendation of the Corporate Governance and Nominating Committee of the Board, increased the size of the Board to seven members and appointed Sharon S. Spurlin, 60, to the Board, effective immediately.

Ms. Spurlin will serve as a member of the Audit Committee and the Risk Committee. There are no arrangements or understandings between Ms. Spurlin and any other persons pursuant to which she was appointed to the Board. There are no related party transactions between Ms. Spurlin and the Company that would be required to be reported under Item 404(a) of Regulation S-K. The Board has determined that Ms. Spurlin is independent in accordance with applicable rules of The Nasdaq Stock Market LLC. There are no family relationships between Ms. Spurlin and the Company’s executive officers and other directors. She will be compensated for her services as director pursuant to the Company’s standard non-employee director compensation arrangements.

Item 7.01     Regulation FD Disclosure.

On September 29, 2025, the Company issued a press release announcing the information set forth in Item 5.02 above. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information provided in Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number									Description
99.1									Press Release, dated September 29, 2025
104									Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

DMC GLOBAL INC.

Dated:

September 29, 2025

By:

/s/ Eric V. Walter

Name: Eric V. Walter

Title: Chief Financial Officer

FAQ

What change did DMC Global (BOOM) report in the 8-K?

The company increased its board to seven members and appointed Sharon S. Spurlin as a director, effective immediately.

Which committees will Sharon S. Spurlin join at DMC Global (BOOM)?

Ms. Spurlin will serve on the Audit Committee and the Risk Committee.

Is Sharon S. Spurlin considered independent by DMC Global (BOOM)?

Yes, the Board determined Ms. Spurlin is independent under Nasdaq rules and has no family relationships with executives or directors.

Will DMC Global (BOOM) disclose Ms. Spurlin’s compensation?

The filing states she will be compensated under the company’s standard non‑employee director compensation arrangements.

Was a press release issued about the appointment by DMC Global (BOOM)?

Yes, a press release announcing the appointment was furnished as Exhibit 99.1 and referenced in the filing.