Team Inc. appoints new CFO, sets exit package

Team, Inc. announced a chief financial officer transition.

Rhea-AI Filing Summary

Team, Inc. announced a chief financial officer transition. Nelson Haight will step down as Executive Vice President and CFO on June 22, 2026, then serve briefly as a special advisor. The company states his departure is not due to any disagreement over operations, policies, or practices.

Under a Severance Agreement, Haight will receive $603,750 over 15 months, a prorated 2026 bonus at target, and a $15,500 lump-sum for healthcare. His unvested time-based restricted stock units will fully vest, while performance share units will continue to vest based on performance with payouts prorated to 92%, subject to a release of claims and 12‑month non‑compete and non‑solicitation covenants.

The Board appointed Clinton Roeder as the new Executive Vice President and CFO effective June 22, 2026. Roeder will receive a $500,000 base salary, eligibility for an annual cash bonus targeted at 75% of base salary, and equity awards valued at about $500,000, split between time‑vested restricted stock units and performance stock units tied to aggregate Adjusted EBITDA through December 31, 2028.

Insights

Governance and compensation analyst

CFO transition is structured and compensated with standard severance and incentive terms.

Team, Inc. is executing an orderly CFO change, with Nelson Haight departing and remaining briefly as a senior advisor. The company explicitly notes his departure is not driven by disagreements, which helps reduce concern about internal disputes or unexpected strategic shifts.

Haight’s package includes $603,750 in salary continuation over 15 months, a prorated 2026 bonus at target, a $15,500 healthcare payment, and equity treatment with immediate vesting for time-based RSUs and prorated performance share payouts at 92%. These elements align with typical executive severance structures and are conditioned on a release and 12‑month restrictive covenants.

Incoming CFO Clinton Roeder receives a $500,000 base salary, a bonus target of 75% of base, and about $500,000 in equity split between time‑based and performance-based awards linked to aggregate Adjusted EBITDA through December 31, 2028. This design emphasizes retention and performance alignment over multiple years rather than short‑term results.

8-K Event Classification

2 items: 5.02, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Haight severance salary continuation: $603,750 over 15 months Healthcare lump-sum payment: $15,500 Haight performance share proration: 92% of earned units +5 more

8 metrics

Haight severance salary continuation $603,750 over 15 months Represents 15 months of base salary following departure

Healthcare lump-sum payment $15,500 Payment to compensate Haight for healthcare coverage

Haight performance share proration 92% of earned units Proration factor applied to performance share unit payouts

Roeder base salary $500,000 per year Initial base salary under Roeder Offer Letter

Roeder bonus target 75% of base salary Target annual cash bonus opportunity

Roeder initial equity grant value $500,000 Approximate value of RSUs and PSUs granted at hire

RSU/PSU equity mix 30% RSUs, 70% PSUs Composition of Roeder’s initial equity awards

PSU performance period end December 31, 2028 Cliff vesting date for performance stock units based on Adjusted EBITDA

Key Terms

Severance Agreement and Release, restricted stock units, performance share units, non-competition and non-solicitation covenants, +2 more

6 terms

Severance Agreement and Release financial

"the Company entered into a Severance Agreement and Release with Mr. Haight"

restricted stock units financial

"outstanding and unvested time-based restricted stock units will immediately vest"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance share units financial

"outstanding and unvested performance share units will remain outstanding and continue to performance vest"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

non-competition and non-solicitation covenants financial

"including certain non-competition and non-solicitation covenants for a 12-month period"

Adjusted EBITDA financial

"based on the aggregate Adjusted EBITDA performance of the Company during the 3-year period"

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

performance stock units financial

"performance stock units that will cliff vest on December 31, 2028"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

FAQ

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

Why is Team, Inc. (TISI) changing its Chief Financial Officer?

Team, Inc. is transitioning Nelson Haight out of the Executive Vice President and Chief Financial Officer role effective June 22, 2026. The company states his departure is not due to any disagreement on operations, policies, or practices, and he will briefly serve as a special advisor.

What severance will outgoing Team, Inc. (TISI) CFO Nelson Haight receive?

Nelson Haight will receive $603,750 in salary continuation over 15 months, a prorated 2026 annual bonus at his target level, and a single $15,500 lump-sum payment for healthcare coverage. His equity awards receive favorable vesting treatment, subject to a release and restrictive covenants.

Who is the new Chief Financial Officer of Team, Inc. (TISI)?

Team, Inc. appointed Clinton Roeder as Executive Vice President and Chief Financial Officer effective June 22, 2026. Roeder brings over 30 years of financial and operational experience, including CFO roles at PrimeFlight Aviation Services, Nine Energy Services, and Total Safety, plus earlier positions after starting at Ernst & Young.

What are the key compensation terms for new Team, Inc. (TISI) CFO Clinton Roeder?

Clinton Roeder will receive a $500,000 initial base salary, payable bi-weekly, and be eligible for an annual cash bonus targeted at 75% of base salary. He will also receive about $500,000 in equity, split between time-vested restricted stock units and performance stock units tied to Adjusted EBITDA through December 31, 2028.

How will Nelson Haight’s equity awards be treated after leaving Team, Inc. (TISI)?

Haight’s outstanding, unvested time-based restricted stock units will immediately vest upon his departure. His outstanding performance share units will continue to vest based on plan terms, with any payout prorated by multiplying the earned units by 92%, subject to his release and covenant obligations.

Does the new Team, Inc. (TISI) CFO have any related-party or conflict-of-interest issues?

The company states there are no arrangements or understandings with others regarding Clinton Roeder’s appointment, no family relationships with directors or executive officers, and no material interests in transactions requiring disclosure under Item 404(a) of Regulation S-K, indicating no disclosed related-party conflicts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/23/2026 - 04:15 PM EDT Learn about SEC filing dates

TEAM INC false 0000318833 0000318833 2026-06-18 2026-06-18

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): June 18, 2026

TEAM, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-08604		74-1765729
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

13131 Dairy Ashford, Suite 600

Sugar Land, Texas 77478

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (281) 331-6154

Not Applicable

(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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.30 par value		TISI		New York Stock Exchange

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 Arrangements of Certain Officers.

Executive Vice President and Chief Financial Officer Separation

On June 18, 2026, Team, Inc. (the “Company”) announced that Nelson Haight will depart from his role as Executive Vice President and Chief Financial Officer of the Company, effective as of June 22, 2026. Mr. Haight’s departure is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. Following Mr. Haight’s departure from his role as Executive Vice President and Chief Financial Officer of the Company, Mr. Haight will stay with the Company for a short transition period as a Special Advisor to the Chief Executive Officer.

In connection with Mr. Haight’s departure from his role as Executive Vice President and Chief Financial Officer of the Company, the Company entered into a Severance Agreement and Release with Mr. Haight, dated as of June 22, 2026 (the “Haight Separation Agreement”).

Pursuant to the Haight Separation Agreement, following Mr. Haight’s departure from his role as Executive Vice President and Chief Financial Officer of the Company, Mr. Haight will serve the Company as a senior advisor to the Chief Executive Officer from June 22, 2026 through July 3, 2026, and Mr. Haight will continue to receive his normal base salary earned through July 3, 2026. The Haight Separation Agreement provides that, following Mr. Haight’s departure from the Company, Mr. Haight will receive (i) $603,750 payable in equal installments over the 15-month period following his departure, which reflects 15 months of base salary, (ii) an annual bonus for the 2026 performance period, fixed at Mr. Haight’s target bonus amount but prorated for the portion of the year that Mr. Haight is employed, to be paid on or before January 31, 2027 and (iii) a single lump sum payment of $15,500 to compensate him for healthcare coverage. In addition, Mr. Haight’s outstanding and unvested time-based restricted stock units will immediately vest, and his outstanding and unvested performance share units will remain outstanding and continue to performance vest in accordance with their terms; provided that any vesting payout on such performance share units shall be prorated by multiplying the number of units that would vest based on the performance criteria by 92%.

Mr. Haight’s receipt of the aforementioned separation benefits will be conditioned upon the effectiveness of a general release of claims in favor of the Company (and certain of its affiliates and related parties) that is included in the Haight Separation Agreement, as well as Mr. Haight’s continued compliance with restrictive covenants, including certain non-competition and non-solicitation covenants for a 12-month period.

The foregoing description of the Haight Separation Agreement is qualified in its entirety by the full text thereof, a copy of which is attached as Exhibit 10.1 and incorporated by reference herein.

Executive Vice President and Chief Financial Officer Appointment

Also on June 18, 2026, the Company announced that the Board of Directors of the Company has appointed Clinton Roeder as Executive Vice President and Chief Financial Officer of the Company, effective as of June 22, 2026.

Mr. Roeder, age 56, brings over 30 years of financial and operational experience across multiple industries including industrial, energy and aviation. Most recently, from May 2020 to May 2026, he served as Executive Vice President and Chief Financial Officer of PrimeFlight Aviation Services, a provider of services to the air transportation industries, and as President of a portion of its international operations from February 2022 to May 2026. From December 2017 to March 2020, Mr. Roeder served as Chief Financial Officer of Nine Energy Services, Inc. (NYSE: NINE), an oilfield services company. From December 2013 to December 2017, he served as Chief Financial Officer for Total Safety, a global provider of industrial safety services and solutions. Prior to Total Safety, he held various finance and operational positions of increasing responsibilities with publicly traded and privately held entities after starting his career at Ernst & Young.

There are no arrangements or understandings between Mr. Roeder and any other person pursuant to which Mr. Roeder was appointed as Executive Vice President and Chief Financial Officer of the Company, and there are no family relationships among any of the Company’s directors or executive officers and Mr. Roeder. Mr. Roeder does not have any direct or indirect material interest in any transaction or proposed transaction required to be reported under Item 404(a) of Regulation S-K.

In connection with the appointment of Mr. Roeder as Executive Vice President and Chief Financial Officer of the Company, Mr. Roeder and the Company entered into a Letter Agreement re Offer of Employment, dated June 3, 2026 and effective as of June 22, 2026 (the “Roeder Offer Letter”). The Roeder Offer Letter does not provide for a fixed term of employment.

Pursuant to the Roeder Offer Letter, Mr. Roeder will receive an initial base salary of $500,000, payable bi-weekly, and will be eligible to receive an annual cash bonus under the Company’s Annual Cash Incentive Plan at a target of 75% base salary. He will also recieve equity grants with an approximate value of $500,000, comprised 30% of restricted stock units that will vest in one-third tranches over a 3-year period and 70% of performance stock units that will cliff vest on December 31, 2028 based on the aggregate Adjusted EBITDA performance of the Company during the 3-year period ending on December 31, 2028, both subject to continued employment with the Company at the time of vesting.

The foregoing description of the Roeder Offer Letter is qualified in its entirety by the full text thereof, a copy of which is attached as Exhibit 10.2 and incorporated by reference herein. In connection with the appointment of Mr. Roeder as Executive Vice President and Chief Financial Officer, the Company will also enter into its standard form of indemnity agreement, a copy of which is attached as Exhibit 10.3 and incorporated by reference herein, with Mr. Roeder.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit number		Description
10.1		Severance Agreement and Release, dated as of June 22, 2026, by and between Nelson Haight and Team, Inc.
10.2		Letter Agreement re Offer of Employment, dated June 3, 2026, between Clinton Roeder and Team, Inc.
10.3		Form of Indemnification Agreement (Filed as an Exhibit 10.2 to Team, Inc.’s Current Report on Form 8-K filed on February 9, 2018 and incorporated by reference herein).
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: June 23, 2026

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EX-10.1 99.7 KB
• EX-10.2 EX-10.2 8.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB