Orion Group extends CEO and counsel contracts

Orion Group Holdings extended its CEO and general counsel employment agreements through December 31, 2026 with automatic annual renewals beginning in 2027.

Rhea-AI Filing Summary

Orion Group Holdings Inc (ORN) extended its top executive contracts. On September 18, 2026, the company and its President and Chief Executive Officer Travis J. Boone and its Executive Vice President, General Counsel, Chief Administrative Officer, Chief Compliance Officer and Corporate Secretary E. Chipman Earle entered into amendments to their existing Employment Agreements.

These amendments extend the initial term of both Executive Employment Agreements from the prior expiration date of September 19, 2026 to December 31, 2026, and provide for automatic annual extensions commencing January 1, 2027. The report states that no other terms of the Executive Employment Agreements were changed by these amendments.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

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.

Key Figures

Original expiration date of Executive Employment Agreements: September 19, 2026 New initial term end date: December 31, 2026 Start of automatic annual extensions: January 1, 2027 +3 more

6 metrics

Original expiration date of Executive Employment Agreements September 19, 2026 Date the Boone and Earle Employment Agreements were scheduled to expire before amendment

New initial term end date December 31, 2026 Extended initial term for both Executive Employment Agreements

Start of automatic annual extensions January 1, 2027 Date from which the executive agreements begin renewing automatically each year

Date amendments were signed September 18, 2026 Execution date of Amendment No. 1 for both Boone and Earle Employment Agreements

CEO employment agreement effective date September 27, 2023 Effective date of the original Boone Employment Agreement

General Counsel employment agreement effective date March 20, 2024 Effective date of the original Earle Employment Agreement

Key Terms

Employment Agreement, Executive Employment Agreements, automatic annual extensions, Compensatory plan or arrangement

4 terms

Employment Agreement regulatory

"the Company had entered into an Employment Agreement with Mr. Travis J. Boone"

Executive Employment Agreements regulatory

"Each of the Executive Employment Agreements was scheduled to expire"

automatic annual extensions regulatory

"and provide for automatic annual extensions commencing January 1, 2027"

Compensatory plan or arrangement regulatory

"† Compensatory plan or arrangement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive contracts did ORN extend in this 8-K?

Orion Group Holdings Inc extended the Employment Agreements of President and Chief Executive Officer Travis J. Boone and Executive Vice President and General Counsel E. Chipman Earle. Both executives continue in their current roles under the amended agreements.

Until when are the ORN executive Employment Agreements now initially extended?

The initial term of both executive Employment Agreements is extended to December 31, 2026. Before the amendments, each agreement had been scheduled to expire on September 19, 2026.

Do the amended ORN executive Employment Agreements automatically renew?

Yes. The amendments provide for automatic annual extensions commencing January 1, 2027. After the extended initial term through December 31, 2026, the agreements will renew each year automatically under these terms.

Were any compensation or other terms changed in ORN’s executive amendments?

The report states that no other terms of the Executive Employment Agreements were impacted by the amendments. Only the initial term and the addition of automatic annual extensions starting January 1, 2027 were addressed.

Where can investors find the full ORN executive Employment Agreements and amendments?

The company refers to the full texts of the Boone Employment Agreement and Earle Employment Agreement filed previously as exhibits, and to the Amendments attached as Exhibits 10.1 and 10.2 to this report, which are incorporated by reference.

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Available on EDGAR 09/21/2026 - 04:19 PM Accepted by SEC EDGAR 09/21/2026 - 04:19 PM Learn about SEC filing dates

0001402829false00014028292026-09-182026-09-18

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

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Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): September 18, 2026

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ORION GROUP HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

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Delaware	1-33891	26-0097459
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

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2940 Riverby Road, Suite 400

Houston, Texas 77020

(Address of principal executive offices)

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(713) 852-6500

(Registrant's telephone number, including area code)

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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)

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☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

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Title of Each Class	​ ​ ​	Trading Symbol(s)	​ ​ ​	Name of Each Exchange on Which Registered
Common stock, $0.01 par value per share	​	ORN	​	The New York Stock Exchange
Common stock, $0.01 par value per share	​	ORN	​	NYSE Texas

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Indicate by check mark whether the registrant is an emerging growth company as defined in 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).

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Emerging growth company ☐

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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. ☐

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

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Extension of Executive Employment Agreements

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Orion Group Holdings, Inc. (the “Company”) previously filed a Current Report on Form 8-K on September 28, 2023 to report that the Company had entered into an Employment Agreement with Mr. Travis J. Boone, effective September 27, 2023 (the “Boone Employment Agreement”), pursuant to which he has served as the President and Chief Executive Officer of the Company. The Company separately filed a Quarterly Report on Form 10-Q on April 26, 2024 that reported, among other things, that the Company had entered into an Employment Agreement with Mr. E. Chipman Earle, effective March 20, 2024 (the “Earle Employment Agreement,” and together with the Boone Employment Agreement, the “Executive Employment Agreements”), pursuant to which he has served as Executive Vice President, General Counsel, Chief Administrative Officer, Chief Compliance Officer and Corporate Secretary of the Company. Each of the Executive Employment Agreements was scheduled to expire pursuant to its terms on September 19, 2026. On September 18, 2026, the Company and each of Messrs. Boone and Earle entered into separate amendments which effectively extend the initial term of the Executive Employment Agreements to December 31, 2026, and provide for automatic annual extensions commencing January 1, 2027 (together, the “Amendments”). No other terms of the Executive Employment Agreements were impacted by the Amendments.

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The foregoing descriptions of the Executive Employment Agreements do not purport to be complete and are qualified in their entirety by reference to the full text of the Boone Employment Agreement and the Earle Employment Agreement, copies of which were filed as Exhibit 10.1 to the September 28, 2023 Form 8-K and Exhibit 10.2 to the April 26, 2024 Form 10-Q, respectively, and each of which is incorporated by reference herein.

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The foregoing descriptions of the Amendments do not purport to be complete and are qualified in their entirety by reference to the full text of the Amendments, copies of which are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2 and are incorporated herein by reference.

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Exhibit Index

Exhibit No.   ​ ​ ​ Description

†10.1	Amendment No. 1 dated September 18, 2026 to Employment Agreement by and between Orion Group Holdings, Inc. and Travis J. Boone, effective September 27, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on September 28 2023 (File No. 001-33891)).
†10.2	Amendment No. 1 dated September 18, 2026 to Employment Agreement by and between Orion Group Holdings, Inc. and E. Chipman Earle, effective March 20, 2024 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on April 26, 2024 (File No. 001-33891)).
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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† Compensatory plan or arrangement

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SIGNATURE

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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.

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​	​ Orion Group Holdings, Inc. ​ ​
	By:	/s/ Travis J. Boone
Dated: September 21, 2026	​	Travis J. Boone President and Chief Executive Officer

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Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EX-10.1 21.9 KB
• EX-10.2 EX-10.2 21.6 KB

Other Documents

• EX-101 EX-101.SCH 2.9 KB
• EX-101 EX-101.LAB 15.0 KB
• EX-101 EX-101.PRE 10.1 KB