[8-K] Friedman Industries Inc. Reports Material Event

Rhea-AI Filing Summary

Friedman Industries, Inc. (Nasdaq: FRD) filed an 8-K on July 14, 2025 to disclose a key management change. The Board has appointed Gaurav Chhibbar, age 38, as Chief Operating Officer (COO) effective July 10, 2025.

Mr. Chhibbar brings 14 years of metals-industry and consulting experience. His résumé includes:

• Principal at Boston Consulting Group (Apr 2020 – Jul 2025)
• Partner & Co-Founder, Metal Edge Partners/Trading (May 2018 – Mar 2020)
• Various metals-related roles at Cargill International & Cargill Inc. (Apr 2011 – Apr 2018)

Compensation terms: base salary of $365,000, participation in the Company’s short-term incentive plan, and eligibility for equity awards under the long-term incentive plan. No family relationships, related-party transactions, or selection arrangements were reported.

Under Item 7.01, the Company also furnished a press release (Exhibit 99.1) announcing the appointment. The disclosure is furnished, not filed, and therefore is not subject to Section 18 liability.

Aside from this leadership change, the filing contains no financial statements, earnings data, or transactional details.

Positive

• Strengthened leadership team: Appointment of an experienced metals professional as COO may enhance operational execution and strategic planning.
• No related-party issues: Filing confirms absence of family ties or prior transactions, reducing governance risk.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Experienced metals executive named COO; modestly positive for operational execution, financial impact immaterial near-term.

The addition of Mr. Chhibbar strengthens the C-suite with deep metals-supply-chain knowledge and strategic consulting background, aligning with Friedman’s growth initiatives after recent capacity expansions. His compensation package is routine for a mid-cap industrial firm and introduces no governance red flags. Because no changes to strategy, guidance, or capital allocation were announced, the near-term valuation impact is limited; however, leadership depth can improve execution risk, a mild positive for investors.

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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): July 10, 2025

FRIEDMAN INDUSTRIES, INCORPORATED

(Exact name of registrant as specified in its charter)

Texas	1-07521	74-1504405
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1121 Judson Road Suite 124, Longview, Texas 75601

(Address of principal executive offices, including zip code)

(903) 758-3431

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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(s)	Name of each exchange on which registered
Common Stock, $1 Par Value	FRD	Nasdaq Stock Market LLC

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

Appointment of New Chief Operating Officer

On July 14, 2025, Friedman Industries, Incorporated (the Company”), announced that Gaurav Chhibbar has been appointed as Chief Operating Officer of the Company effective July 10, 2025. Mr. Chhibbar, age 38, previously served as a principal at Boston Consulting Group Inc., a global management consulting firm, since April of 2020. Prior to that, Mr. Chhibbar, was a partner at Metal Edge Partners, LLC, a metals risk management and advisory firm, where he co-founded Metal Edge Trading LLC, a supply chain partner for participants in the metals industry, from May 2018 to March 2020. Mr. Chhibbar was with Cargill International and Cargill Inc. from April 2011 to April 2018 in various capacities related to the metals industry.

Mr. Chhibbar will receive a base annual salary of $365,000 and will be included in the Company’s short-term incentive program applicable to certain leadership positions. Additionally, Mr. Chhibbar will be eligible for consideration of equity-based compensation under the Company’s long-term incentive plan. There is no arrangement or understanding between Mr. Chhibbar and any other person pursuant to which he was or is to be selected as an officer. Mr. Chhibbar does not have any family relationships with any officer or director or the Company. Mr. Chhibbar does not have any prior reportable related party transactions with the Company.

Item 7.01 Regulation FD Disclosure

On July 14, 2025, the Company issued a press release announcing Mr. Chhibbar’s appointment as Chief Operating Officer of the Company. The press release is furnished herewith as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release issued by Friedman Industries, Incorporated on July 14, 2025.

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.

Date: July 14, 2025

FRIEDMAN INDUSTRIES, INCORPORATED
By:	/s/ Alex LaRue
	Alex LaRue
	Chief Financial Officer - Secretary and Treasurer

FAQ

Who was appointed COO of Friedman Industries (FRD)?

Friedman Industries appointed Gaurav Chhibbar as Chief Operating Officer effective July 10, 2025.

What is the new COO’s compensation at FRD?

Mr. Chhibbar will earn a $365,000 annual base salary, plus eligibility for cash incentives and equity awards.

Does the new COO have prior ties to Friedman Industries?

The 8-K states no family relationships or related-party transactions with the Company.

Will this 8-K affect FRD’s financial statements?

No. The filing contains no financial updates; it strictly reports a management change.

Where can investors find the official press release on the COO appointment?

The press release is furnished as Exhibit 99.1 to the 8-K dated July 14, 2025.