Michael Reed elevated to COO as Limbach (NASDAQ: LMB) scales operations
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Limbach Holdings, Inc. appointed Michael J. Reed as Executive Vice President and Chief Operating Officer, effective May 18, 2026. Reed, 56, is a long-time industry executive who has held several senior operational roles at Limbach since joining in 2019, including leading integrations and the Midwest region.
Under a promotion letter, his annual base salary increases to $425,000, with a $1,000 monthly vehicle allowance and a target bonus equal to 60% of base salary. He also receives an equity award under the Omnibus Incentive Plan with a grant date value of $91,896, split between time-based restricted stock units and market-based stock units, and is eligible for a 2027 equity award equal to 80% of then-current base salary. The company states there are no disclosable family relationships or related-party transactions involving Reed and furnishes a press release describing his role in driving operational excellence and growth.
Positive
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Negative
- None.
8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Base salary: $425,000 per year
Vehicle allowance: $1,000 per month
Target bonus: 60% of base salary
+5 more
8 metrics
Base salary
$425,000 per year
Executive Vice President and COO compensation as of May 18, 2026
Vehicle allowance
$1,000 per month
Additional cash compensation for Michael Reed as COO
Target bonus
60% of base salary
Annual bonus opportunity under company program
Initial equity grant
$91,896 grant date value
Omnibus Incentive Plan award on May 18, 2026
Future equity award
80% of then base salary
Eligibility for 2027 Omnibus Plan award
Employee count
Approximately 1,600 team members
Limbach workforce across Eastern and Midwestern U.S.
Office locations
21 offices
Company footprint in Eastern and Midwestern regions
Executive age
56 years
Age of Michael J. Reed at time of appointment
Key Terms
Omnibus Incentive Plan, restricted stock unit, market-based stock unit, Executive Severance and Change in Control Plan, +1 more
5 terms
Omnibus Incentive Plan financial
"an award under the Company’s Amended and Restated Omnibus Incentive Plan (as amended, the “Omnibus Plan”)"
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
restricted stock unit financial
"1/3 of the shares represented by such award to be subject to a time-based restricted stock unit"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
market-based stock unit financial
"2/3 of the shares represented by such award to be subject to a market-based stock unit"
Executive Severance and Change in Control Plan financial
"Mr. Reed also participates in the Company’s Executive Severance and Change in Control Plan"
forward-looking statements regulatory
"We make forward-looking statements in this press release within the meaning of the Private Securities Litigation Reform Act of 1995."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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): May 18, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (412 ) 359-2100
Not Applicable
(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 | ||||||
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 Michael J. Reed to the Office of Executive Vice President and Chief Operating Officer
On May 18, 2026, Limbach Holdings, Inc. (the “Company”) announced that it has appointed Michael J. Reed to serve as the Company’s Executive Vice President and Chief Operating Officer, effective as of May 18, 2026 (the “Effective Date”).
Mr. Reed, 56, joined the Company in 2019 as Vice President, Branch Manager. He subsequently served as Vice President of Operational Risk Management, where he helped strengthen operational processes and risk management initiatives across the organization. In 2024, Mr. Reed was promoted to Senior Vice President, Integrations Leader, where he oversaw the successful integration of acquisitions in support of the Company’s acquisition and expansion strategy. In May 2025, Mr. Reed was promoted to Senior Vice President, Midwest Regional Manager, where he oversaw performance and strategic growth initiatives across the Midwest region. Prior to joining the Company, Mr. Reed served in various operational and leadership roles within the mechanical services and construction industry.
In connection with his appointment, on the Effective Date, the Company and Mr. Reed entered into a promotion letter (the “Promotion Letter”) relating to the terms of his appointment as Executive Vice President and Chief Operating Officer and his compensation. Pursuant to the Promotion Letter, as of the Effective Date, Mr. Reed’s annual base salary will increase to $425,000, subject to at least annual reviews for increases by the Compensation Committee of the Company’s Board of Directors (the “Board”), plus a vehicle allowance of $1,000 per month, in each case subject to standard payroll practices of the Company. Mr. Reed will also be eligible to participate in the Company’s annual bonus award program, with a target bonus opportunity equal to 60% of his annual base salary, which shall be based on Mr. Reed’s performance and the Company’s operating results, based upon achievement of the objectives identified by the Compensation Committee of the Board.
On the Effective Date, Mr. Reed will also receive an award under the Company’s Amended and Restated Omnibus Incentive Plan (as amended, the “Omnibus Plan”) with an aggregate grant date value equal to $91,896, which will provide for 1/3 of the shares represented by such award to be subject to a time-based restricted stock unit and 2/3 of the shares represented by such award to be subject to a market-based stock unit. In addition, in 2027, Mr. Reed will be eligible to receive an award under the Omnibus Plan with a grant date fair value equal to 80% of his then base salary, based on the weighted average price of a share of the Company’s common stock on Nasdaq for the ten consecutive trading day window period generally used by the Company for this purpose. Mr. Reed will be eligible to participate in such other employee benefit plans and programs generally available to the Company’s executives and consistent with such plans and programs of the Company and its subsidiaries.
Mr. Reed also participates in the Company’s Executive Severance and Change in Control Plan, and a description of these compensation arrangements are included in the Company’s definitive proxy statement for the 2026 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on April 23, 2026 under “Executive Compensation.”
The Promotion Letter contains certain covenants by Mr. Reed, including a non-solicitation and confidentiality agreement.
There are no family relationships, as defined in Item 401 of Regulation S-K, between Mr. Reed and any of the Company’s executive officers or directors or persons nominated or chosen to become a director or executive officer. Mr. Reed has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. This description is qualified in its entirety by reference to the full text of the Promotion Letter, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. | ||||
A copy of the press release announcing the matters set forth in Item 5.02 of this Current Report on Form 8-K is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01. The information and exhibit contained in this Item 7.01 are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be incorporated by reference into any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits
| Exhibit No. | Description | |||||||
10.1 | Promotion Letter of Michael J. Reed, dated May 18, 2026 | |||||||
99.1 | Press Release, dated May 18, 2026 | |||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are 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.
| LIMBACH HOLDINGS, INC. | |||||||||||
| By: | /s/ Jayme L. Brooks | ||||||||||
| Name: Jayme L. Brooks | |||||||||||
| Title: Executive Vice President and Chief Financial Officer | |||||||||||
Dated: May 18, 2026
FOR IMMEDIATE RELEASE Limbach Strengthens Operational Leadership with Appointment of Chief Operating Officer Appointment Supports Operational Excellence, Scalable Growth and Long-Term Value Creation TAMPA, Fla. — May 18, 2026 — Limbach Holdings, Inc. (NASDAQ: LMB) (“Limbach” or the “Company”), a building systems solutions firm that partners with building owners and operators who have mission- critical mechanical, electrical, plumbing and controls, or MEPC, systems, today announced the appointment of Michael Reed to the newly created position of Executive Vice President, Chief Operating Officer, effective May 18, 2026. “Mike’s appointment reflects our continued focus on strengthening execution while advancing Limbach’s long-term growth strategy,” said Mike McCann, President and Chief Executive Officer of Limbach. “Mike brings more than three decades of industry experience, deep operational expertise and a strong understanding of Limbach’s business and culture. His leadership has been instrumental in supporting our integration strategy, enhancing alignment across the organization and reinforcing our commitment to delivering exceptional outcomes for customers, employees and stockholders.” Reed joined Limbach in 2019 as a Vice President, Branch Manager and later assumed the role of Vice President of Operational Risk Management, where he helped strengthen operational processes and risk management initiatives across the organization. In 2024, Reed was promoted to Senior Vice President, Integrations Leader, overseeing the successful integration of acquisitions, including Consolidated Mechanical and Pioneer Power, in support of Limbach’s acquisition and expansion strategy. In May 2025, Reed was promoted to Senior Vice President, Midwest Regional Manager, where he oversaw performance and strategic growth initiatives across the Midwest region. As Chief Operating Officer, Reed will play a critical role in scaling the business - both organically and through strategic acquisitions - while driving operational excellence and initiatives to improve performance, enhance profitability and strengthen capabilities across the Company. As a key leader in culture, Reed will be responsible for driving a culture of high performance, value creation, employee engagement and continuous improvement. “Limbach has built a strong reputation as a trusted partner to building owners and operators nationwide, and I believe the Company has significant opportunities ahead,” said Reed. “I am honored to step into this role and continue working alongside our talented
teams to deliver differentiated solutions to our customers while supporting the Company’s continued growth.” About Limbach Limbach is a building systems solutions firm that designs, delivers, and maintains mechanical (heating, ventilation, and air conditioning), electrical, plumbing, and controls (“MEPC”) systems that support life’s most important moments. We partner with building owners and operators of mission-critical facilities across healthcare, industrial and manufacturing, data centers, life sciences, higher education, and cultural and entertainment markets. With approximately 1,600 team members across 21 offices throughout the Eastern and Midwestern regions of the United States, we strive to be an indispensable partner by combining our national capabilities with strong local execution and talent to deliver proactive, safe, and reliable solutions for complex facilities. Operating on a connected platform, we integrate engineering expertise with field execution to provide customized MEPC infrastructure solutions that address both operational and capital project needs, optimizing performance, enhancing reliability, and ensuring long-term safety. Forward-Looking Statements We make forward-looking statements in this press release within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations or forecasts for future events. These statements may be preceded by, followed by or include the words “may,” “might,” “will,” “will likely result,” “should,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,” “target,” “goal,” or similar expressions. These forward- looking statements are based on information available to us as of the date they were made and involve a number of risks and uncertainties, which may cause them to turn out to be wrong. There may be additional risks that we consider immaterial or which are unknown. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Please refer to our most recent annual report on Form 10-K, as well as our subsequent filings on Form 10-Q and Form 8-K, which are available on the SEC’s website (www.sec.gov), for a full discussion of the risks and other factors that may impact any forward-looking statements in this press release. Investor Relations Financial Profiles, Inc. Lisa Fortuna LMB-IR@limbachinc.com
FAQ
What did Limbach Holdings (LMB) announce about Michael Reed?
Limbach appointed Michael J. Reed as Executive Vice President and Chief Operating Officer effective May 18, 2026. Reed is an internal promotion who has led operational risk management, acquisition integrations, and the Midwest region since joining the company in 2019, bringing decades of industry experience.
What is Michael Reed’s new compensation as COO at Limbach (LMB)?
Reed’s annual base salary increases to $425,000, plus a $1,000 monthly vehicle allowance. He also has a target annual bonus equal to 60% of base salary and receives equity awards under Limbach’s Omnibus Incentive Plan, including a $91,896 grant effective May 18, 2026.
What equity awards will Michael Reed receive from Limbach (LMB)?
On May 18, 2026, Reed receives an Omnibus Incentive Plan award valued at $91,896. One-third is in time-based restricted stock units and two-thirds in market-based stock units. In 2027, he will be eligible for another award equal to 80% of his then base salary.
What responsibilities will Limbach’s new COO Michael Reed have?
As COO, Reed will focus on scaling Limbach’s business and driving operational excellence. The company highlights his role in supporting organic growth and strategic acquisitions, improving performance and profitability, and strengthening capabilities, culture, and employee engagement across its mechanical, electrical, plumbing, and controls operations.
What is Limbach Holdings’ (LMB) business focus and footprint?
Limbach designs, delivers, and maintains critical mechanical, electrical, plumbing, and controls systems. It serves mission-critical facilities in healthcare, industrial, data centers, life sciences, higher education, and cultural markets, with approximately 1,600 team members across 21 offices in the Eastern and Midwestern United States.