Team, Inc. gains Stellex as largest shareholder
Team, Inc. reported changes in its shareholder base and related governance arrangements.
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Rhea-AI Filing Summary
Team, Inc. reported changes in its shareholder base and related governance arrangements. On August 6, 2026, Corre Partners Management, LLC and affiliated holders irrevocably waived most rights under a prior Board Rights Agreement, including board observation rights and nomination rights for Investor Equity Directors and the right to designate the chairman. Rights relating to the Lender Director remain in effect.
An entity controlled by Stellex Capital Management LLC acquired all 1,604,326 shares of Team’s common stock previously held by Corre and its affiliates in a privately negotiated transaction at $35.50 per share. Team is not issuing any shares in connection with this transaction and will not receive any proceeds. Upon closing, Stellex is expected to own approximately 35% of Team’s outstanding common stock, in addition to preferred stock and warrants issued to Stellex in September 2025, making Stellex the largest common equity shareholder.
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What major ownership change does TEAM, Inc. (TISI) disclose in this 8-K?
What additional securities does Stellex hold in TEAM, Inc. (TISI) beyond common stock?
How does TEAM, Inc. (TISI) describe Stellex’s role after this transaction?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
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(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 CF 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:
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Trading |
Name of each exchange | ||
Indicate by check mark whether 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 1.01 | Entry into a Material Definitive Agreement. |
On August 6, 2026, Corre Partners Management, LLC (“Corre”), on behalf of itself, the Corre Holders (as defined in the Corre Board Rights Agreement (as defined below)) and their respective affiliates (collectively, the “Investors”), irrevocably waived, relinquished and disclaimed (the “Corre Board Rights Waiver”) (i) the rights of the Investors provided by Section 2.1 (Board Observation Rights) of the Board Rights Agreement, dated as of June 16, 2023, by and among Team, Inc., (the “Company”), Corre, Corre Opportunities Qualified Master Fund, LP, Corre Horizon Fund, LP and Corre Horizon Fund II, LP. (the “Corre Board Rights Agreement”) in their entirety, (ii) the rights of the Investors provided by Section 2.2 (Board Nomination Rights) of the Corre Board Rights Agreement with respect to the Investor Equity Directors (as defined in the Corre Board Rights Agreement), including the right to designate the Chairman of the Board, and (iii) any and all other rights of the Investors, other than the rights of the Investors with respect to the Lender Director (as defined in the Corre Board Rights Agreement) (all of which remain in full force and effect), in each case effective as of the date of the Corre Board Rights Waiver.
The material terms of the Corre Board Rights Agreement were previously disclosed in Item 1.01 of the Company’s Current Report on Form 8-K filed on June 20, 2023, which is incorporated herein by reference. The foregoing description of the Corre Board Rights Waiver is a summary and is qualified in its entirety by the terms of the Corre Board Rights Waiver, a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
On August 10, 2026, the Company issued a press release in connection with the acquisition by an entity controlled by Stellex Capital Management LLC of all 1,604,326 shares of the Company’s common stock previously held by Corre and its affiliates. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
As provided in General Instruction B.2 of Form 8-K, the information in this Item 7.01 and Exhibit 99.1 furnished hereunder shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit number |
Description | |
| 10.1 | Board Rights Agreement, dated as of June 16, 2023, by and among Team, Inc., Corre Partners Management, LLC, Corre Opportunities Qualified Master Fund, LP, Corre Horizon Fund, LP and Corre Horizon Fund II, LP. (filed as Exhibit 10.3 to Team, Inc.’s Current Report on Form 8-K (File No. 001-08604) filed on June 20, 2023, incorporated by reference herein). | |
| 10.2 | Irrevocable Waiver of Certain Board Rights, dated August 6, 2026, by Corre Partners Management, LLC. | |
| 99.1 | Team, Inc.’s Press Release issued August 10, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TEAM, Inc. | ||
| By: | /s/ James C. Webster | |
| James C. Webster | ||
| Executive Vice President, Chief Legal Officer and Secretary | ||
Dated: August 10, 2026
Exhibit 99.1
|
NEWS RELEASE |
FOR IMMEDIATE RELEASE
TEAM, INC. Announces Stellex Capital Management Has Become Its Largest Common
Equity Shareholder Following Significant Additional Investment
SUGAR LAND, TX – August 10, 2026 – Team, Inc. (NYSE: TISI) (“TEAM” or the “Company”), a global, leading provider of specialty industrial services offering customers access to a full suite of conventional, specialized, and proprietary inspection, heat-treating, and mechanical services, today announced that an entity controlled by Stellex Capital Management LLC (“Stellex”) has acquired all 1,604,326 shares of the Company’s common stock currently held by Corre Partners Management, LLC (“Corre”) and its affiliates at a purchase price of $35.50 per share. The transaction was a privately negotiated sale between two existing stakeholders. The Company is not issuing any shares in relation to this transaction and will not receive any proceeds from the transaction. Upon closing, Stellex is expected to own approximately 35% of the Company’s outstanding common stock, as well as preferred stock and warrants that were issued to Stellex in September of 2025.
Michael Caliel, Team’s Chairman of the Board commented, “Stellex has been a supportive stakeholder and an engaged partner since the firm’s initial investment in the Company last September, and we have valued their team’s contributions over the last year. We share a strong alignment around the Company’s strategic direction and long-term opportunity, and we recognize this transaction by Stellex as a strong vote of confidence in the significant embedded value of the TEAM franchise that can be unlocked. We thank Corre for their active and strategic engagement over the last several years that contributed to the Company’s successful turnaround during a critical period and view this as the natural evolution in our investor base as we enter the next phase in the Company’s journey focused on long-term value creation. We look forward to continuing to work closely with the Stellex team as we execute on our priorities and continue building value for all shareholders.”
Olivia Zhao, Managing Director at Stellex concluded, “We believe TEAM is built on strong fundamentals. We have developed a strong conviction in Team, its leadership and the long-term opportunity ahead. Our decision to increase our ownership reflects our confidence in the Company’s transformation and in its ability to work to deliver differentiated value to its customers. We believe our interests are aligned with the Company and its shareholders, and we look forward to continuing our partnership with management and the Board as the team executes on its strategy in an effort to create long-term value.”
About Team, Inc.
Headquartered in Sugar Land, Texas, Team, Inc. (NYSE: TISI) is a global, leading provider of specialty industrial services offering customers access to a full suite of conventional, specialized, and proprietary inspection, heat-treating, and mechanical services. We deploy conventional to highly specialized inspection, condition assessment, maintenance, and repair services that result in greater safety, reliability, and operational efficiency for our customers’ most critical assets. Through locations in 13 countries, we unite the delivery of technological innovation with over a century of progressive, yet proven integrity and reliability management expertise to fuel a better tomorrow. For more information, please visit www.teaminc.com.
Forward Looking Statements
Certain forward-looking information contained herein is being provided in accordance with the provisions of the Private Securities Litigation Reform Act of 1995. We have made reasonable efforts to ensure that the information, assumptions, and beliefs upon which this forward-looking information is based are current, reasonable, and complete. However, such forward-looking statements involve estimates, assumptions, judgments, and uncertainties. They include but are not limited to statements regarding the Company’s financial and growth prospects and strategy, including the implementation of cost-saving measures. There are known and unknown factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking information. Although it is not possible to identify all of these factors, they include, among others: the Company’s ability to generate sufficient cash from operations, access its credit facilities, or maintain its compliance with covenants under its credit agreements and its preferred stock certificate of designation; negative market conditions, including domestic and global inflationary pressures, the impact of changes in global trade policies and tariffs, and future economic uncertainties, particularly in industries in which the Company is heavily dependent; the Company’s liquidity and ability to obtain additional financing; the impact of new or changes to existing governmental laws and regulations and their application, including tariffs; the outcome of tax examinations, changes in tax laws, and other tax matters; foreign currency exchange rate and interest rate fluctuations; the Company’s ability to repay, refinance or restructure its debt and the debt of certain of its subsidiaries; anticipated or expected purchases or sales of assets; the Company’s ability to maintain compliance with the New York Stock Exchange continued listing requirements and rules, and such known factors as are detailed in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the Securities and Exchange Commission, and in other reports filed by the Company with the Securities and Exchange Commission from time to time. Accordingly, there can be no assurance that the forward-looking information contained herein, including statements regarding the Company’s financial prospects and the implementation of cost-saving measures, will occur or that objectives will be achieved. We assume no obligation to publicly update or revise any forward-looking statements made today or any other forward-looking statements made by the Company, whether as a result of new information, future events or otherwise, except as may be required by law.
Contact:
Alpha IR Group
Nick Teves or Joseph Caminiti
TISI@alpha-ir.com
(312) 445-2870