Perma-Pipe (NASDAQ: PPIH) director David B. Brown steps down from board

Rhea-AI Filing Summary

Perma-Pipe International Holdings, Inc. reported a change in its board of directors. On January 15, 2026, director David B. Brown informed the Board of his resignation, effective immediately.

The company stated that Mr. Brown’s decision to step down was not due to any disagreement with the Board, the company, or management on matters related to operations, policies, or practices. The filing was signed on behalf of Perma-Pipe by Vice President and Chief Financial Officer Matthew E. Lewicki.

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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): January 15, 2026

PERMA-PIPE INTERNATIONAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-32530	36-3922969
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2445 Technology Forest Blvd, Suite 1010, The Woodlands, Texas 77381

(Address of principal executive offices, including zip code)

(847) 966-1000

(Registrant’s telephone number, including area code)

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, $.01 par value per share	PPIH	The 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 Arrangement of Certain Officers.

On January 15, 2026, David B. Brown informed the Board of Directors (the “Board”) of Perma-Pipe International Holdings, Inc. (the “Company”) of his resignation as a director, effective immediately. Mr. Brown's resignation was not due to any disagreement with the Board, the Company, or management on any matter relating to the Company’s operations, policies or practices.

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.

	PERMA-PIPE INTERNATIONAL HOLDINGS, INC.
Date: January 20, 2026	By:	/s/ Matthew E. Lewicki
		Matthew E. Lewicki
		Vice President and Chief Financial Officer

FAQ

What board change did Perma-Pipe International Holdings, Inc. (PPIH) disclose?

Perma-Pipe International Holdings, Inc. disclosed that director David B. Brown resigned from the Board of Directors, effective immediately on January 15, 2026.

Did David B. Brown resign from PPIH due to a disagreement with the company?

No. The company stated that Mr. Brown’s resignation was not due to any disagreement with the Board, the company, or management regarding operations, policies, or practices.

When was the director resignation at Perma-Pipe effective?

The resignation of director David B. Brown from Perma-Pipe’s Board of Directors was effective immediately on January 15, 2026.

Who signed the Perma-Pipe (PPIH) Form 8-K reporting the director resignation?

The report was signed on behalf of Perma-Pipe International Holdings, Inc. by Matthew E. Lewicki, who serves as Vice President and Chief Financial Officer.

What stock exchange lists Perma-Pipe International Holdings, Inc. common stock?

Perma-Pipe International Holdings, Inc. common stock, par value $0.01 per share, trades on The Nasdaq Stock Market LLC under the symbol PPIH.

Does the PPIH filing mention any impact on company operations from the director resignation?

The disclosure states only that David B. Brown resigned as a director and that his resignation was not due to any disagreement on operations, policies, or practices; no additional operational impact is described.