[8-K] POWELL INDUSTRIES INC Reports Material Event

Rhea-AI Filing Summary

Powell Industries, Inc. (POWL) filed a Form 8-K to announce that it has issued a press release covering its fiscal 2025 fourth quarter and full-year results for the period ended September 30, 2025. The press release, dated November 18, 2025, is included as Exhibit 99.1 and provides details on the company’s results of operations and financial condition for that period. The information is being furnished rather than filed under the Exchange Act, which limits its use for certain legal purposes. The report is signed by Executive Vice President and Chief Financial and Principal Accounting Officer Michael W. Metcalf.

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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): November 18, 2025

POWELL INDUSTRIES, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-12488

88-0106100

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

8550 Mosley Road

Houston

Texas

77075-1180

(Address of principal executive offices)

(Zip Code)

(713) 944-6900

(Registrant’s Telephone Number, Including Area Code)

N/A

(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

Name of each exchange on which registered

Common Stock, par value $0.01 per share

POWL

Nasdaq Global 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 ☐

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 2.02 – Results of Operations and Financial Condition.

On November 18, 2025, Powell Industries, Inc. (NASDAQ: POWL) (the “Company”) issued a press release regarding the Company’s results of operations for its fiscal 2025 fourth quarter and full year ended September 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in Item 2.02 of this Current Report on Form 8-K (“Current Report”) and Exhibit 99.1 attached hereto is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated by reference.

Item 9.01 – Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are furnished as part of this Report.

Exhibit Number			Description
99.1			Press Release dated November 18, 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.

POWELL INDUSTRIES, INC.

Date: November 18, 2025

By:

/s/ Michael W. Metcalf

Michael W. Metcalf

Executive Vice President

Chief Financial and Principal Accounting Officer

(Principal Financial and Principal Accounting Officer)

FAQ

What did Powell Industries (POWL) announce in this Form 8-K?

Powell Industries announced that it issued a press release reporting its fiscal 2025 fourth quarter and full-year results for the period ended September 30, 2025, which is attached as Exhibit 99.1.

Which period do the reported Powell Industries results cover?

The results discussed in the press release cover Powell Industries’ fiscal 2025 fourth quarter and full year, both for the period ended September 30, 2025.

How is the Powell Industries earnings information treated under SEC rules?

The information in Item 2.02 and Exhibit 99.1 is being furnished, not filed, under the Securities Exchange Act of 1934, which means it is not subject to the liabilities of Section 18 unless specifically incorporated by reference elsewhere.

Where can investors find the detailed fiscal 2025 results for Powell Industries?

Detailed results are contained in the press release dated November 18, 2025, which is included with the Form 8-K as Exhibit 99.1.

Who signed Powell Industries’ November 18, 2025 Form 8-K?

The Form 8-K was signed on behalf of Powell Industries by Michael W. Metcalf, Executive Vice President and Chief Financial and Principal Accounting Officer.

What exhibits are included with this Powell Industries Form 8-K?

The Form 8-K includes Exhibit 99.1, which is the press release dated November 18, 2025, and Exhibit 104, the cover page interactive data file embedded within the Inline XBRL document.