Powell Industries (POWL) director Alaina Brooks awarded 200 restricted shares

Rhea-AI Filing Summary

Powell Industries director Alaina K. Brooks received an equity grant of 200 shares of common stock as compensation for serving on the company’s Board of Directors. The shares are structured as restricted stock under the Non-Employee Director Equity Incentive Plan at a stated price of $0.01 per share.

These restricted shares vest on the earlier of the first anniversary of the grant date or the company’s 2027 Annual Stockholder Meeting. According to the filing, restricted stock units convert into common stock on a one-for-one basis at vesting, and Brooks now holds 3,760 shares of common stock directly, including shares subject to time-based vesting provisions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brooks Alaina K

(Last) (First) (Middle)

8550 MOSLEY ROAD

(Street)

HOUSTON TX 77075

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
POWELL INDUSTRIES INC [ POWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/18/2026	02/18/2026	A		200(1)(2)	A	$0.01	3,760(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of restricted stock that have been granted to the Reporting Person as compensation for serving on the Powell Industries Board of Directors under the Non-Employee Director Equity Incentive Plan. These shares vest on the earlier of the first anniversary from the date of the grant or the Company's 2027 Annual Stockholder Meeting.

2. RSUs convert into common stock on a one-for-one basis at the time of vesting.

3. Includes shares that have a time-based vesting provision.

Remarks:

	Michael W. Metcalf, Power of Attorney for Alaina K. Brooks	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Powell Industries (POWL) director Alaina K. Brooks report on this Form 4?

Alaina K. Brooks reported an equity grant of 200 shares of Powell Industries common stock. The grant was awarded as compensation for serving on the Board under the Non-Employee Director Equity Incentive Plan and is structured as restricted stock subject to vesting conditions.

How many Powell Industries (POWL) shares did Alaina K. Brooks receive and at what price?

Alaina K. Brooks received 200 shares of Powell Industries common stock at a stated price of $0.01 per share. These shares were granted as restricted stock compensation for Board service, rather than through an open-market purchase or sale transaction.

What are the vesting terms of the restricted stock granted to Alaina K. Brooks at Powell Industries (POWL)?

The restricted shares granted to Alaina K. Brooks vest on the earlier of the first anniversary of the grant date or Powell Industries’ 2027 Annual Stockholder Meeting. The filing notes that these awards include time-based vesting provisions tied to continued Board service.

How do the RSUs reported by Alaina K. Brooks at Powell Industries (POWL) convert into common stock?

The filing states that RSUs convert into Powell Industries common stock on a one-for-one basis at the time of vesting. This means each vested restricted stock unit automatically becomes one share of common stock without requiring an additional purchase price.

How many Powell Industries (POWL) shares does Alaina K. Brooks own after this transaction?

After the reported grant, Alaina K. Brooks directly owns 3,760 shares of Powell Industries common stock. This total includes shares that have time-based vesting provisions, reflecting both fully vested and unvested restricted equity awards reported in the filing.

Was the Powell Industries (POWL) Form 4 for Alaina K. Brooks a market buy or sell?

The Form 4 reflects a grant or award acquisition, not a market buy or sell. The transaction is coded as a grant of 200 restricted common shares under a company equity incentive plan, provided as compensation for serving on the Board of Directors.