0000034067FALSE00000340672025-09-252025-09-250000034067us-gaap:CommonStockMember2025-09-252025-09-250000034067boom:StockPurchaseRightsMember2025-09-252025-09-25
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): September 25, 2025
DMC Global Inc.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware |
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001-14775 |
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84-0608431 |
(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
11800 Ridge Parkway, Suite 300, Broomfield, Colorado 80021
(Address of Principal Executive Offices, Including Zip Code)
(303) 665-5700
(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:
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| Title of each class |
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Trading Symbol |
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Name of exchange on which registered |
| Common Stock, $0.05 Par Value |
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BOOM |
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The Nasdaq Global Select Market |
| Stock Purchase Rights |
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The Nasdaq Global Select 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 o
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. o On September 25, 2025, the Board of Directors (the “Board”) of DMC Global Inc. (the “Company”), upon the recommendation of the Corporate Governance and Nominating Committee of the Board, increased the size of the Board to seven members and appointed Sharon S. Spurlin, 60, to the Board, effective immediately.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Ms. Spurlin will serve as a member of the Audit Committee and the Risk Committee. There are no arrangements or understandings between Ms. Spurlin and any other persons pursuant to which she was appointed to the Board. There are no related party transactions between Ms. Spurlin and the Company that would be required to be reported under Item 404(a) of Regulation S-K. The Board has determined that Ms. Spurlin is independent in accordance with applicable rules of The Nasdaq Stock Market LLC. There are no family relationships between Ms. Spurlin and the Company’s executive officers and other directors. She will be compensated for her services as director pursuant to the Company’s standard non-employee director compensation arrangements.
Item 7.01 Regulation FD Disclosure.
On September 29, 2025, the Company issued a press release announcing the information set forth in Item 5.02 above. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information provided in Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit Number |
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Description |
| 99.1 |
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| 104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
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DMC GLOBAL INC. |
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| Dated: |
September 29, 2025 |
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By: |
/s/ Eric V. Walter |
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Name: Eric V. Walter |
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Title: Chief Financial Officer |
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EX-99.1
2
sharonspurlinappointedasdm.htm
EX-99.1
Document
EXHIBIT 99.1
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| FOR IMMEDIATE RELEASE: |
CONTACT: |
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Geoff High, Vice President of Investor Relations |
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303-604-3924 |
DMC GLOBAL APPOINTS SHARON SPURLIN TO BOARD OF DIRECTORS
BROOMFIELD, Colo. – September 29 2025 – DMC Global Inc. (Nasdaq: BOOM) today announced Sharon S. Spurlin has been appointed to its board of directors. Ms. Spurlin brings more than three decades of executive-level financial leadership and boardroom experience in the energy and industrials sectors with a wealth of public company experience.
Ms. Spurlin currently serves as senior vice president and treasurer at Plains All American Pipeline, a multi-billion-dollar public company engaged in the transportation, storage and marketing of crude oil and natural gas liquids across the U.S. and Canada. She oversees fixed-income capital market activities, banking and rating-agency relationships, financial planning and analysis, and treasury operations.
She serves on the board of AdvanSix Inc., a diversified chemical company, where she chairs the compensation, leadership and development committee and previously chaired the nominating and governance committee. She also is a director at Smart Sand, Inc., a leading supplier of frac and industrial sand, where she chairs the audit committee. Previously, Ms. Spurlin was chief financial officer of petrochemical company PetroLogistics LP, where she led the company’s IPO and governance structure development. Her career also includes senior finance leadership roles at PL Midstream and American Ref-Fuel Company, as well as audit leadership positions at Arthur Andersen.
“We are pleased to welcome Sharon to DMC’s board of directors,” said James O’Leary, executive chairman, president and CEO of DMC Global. “Her deep financial and governance expertise, as well as her experience across a range of energy and industrial businesses make her an outstanding addition as we work to advance DMC’s growth strategies.”
“I am delighted to join the DMC board,” said Ms. Spurlin. “The Company has a portfolio of industry-leading businesses within their respective sectors. I look forward to collaborating with my fellow directors and DMC’s management as we seek to deliver increased value for shareholders.”
Ms. Spurlin earned a bachelor’s degree in accounting, magna cum laude, from Texas A&M University–Kingsville. She is a Certified Public Accountant in the State of Texas and an active member of the National Association of Corporate Directors and the American Institute of CPAs.
About DMC Global
DMC Global is an owner and operator of innovative, asset-light manufacturing businesses that provide unique, highly engineered products and differentiated solutions. DMC’s businesses have established leadership positions in their respective markets and consist of: Arcadia, a leading supplier of architectural building products; DynaEnergetics, which serves the global energy industry; and NobelClad, which addresses the global industrial infrastructure and transportation sectors. DMC’s businesses are led by experienced, strategically focused management teams, which are supported with business resources and capital allocation expertise to advance their operating strategies and generate the greatest returns. Based in Broomfield, Colorado, DMC trades on Nasdaq under the symbol “BOOM.” For more information, visit: www.dmcglobal.com.
Safe Harbor Language
This news release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to, statements regarding DMC’s growth strategies and efforts to deliver increased shareholder value. These statements are based on management’s expectations as well as estimates and assumptions prepared by management that, although they believe to be reasonable, are inherently uncertain. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and other factors outside of DMC’s control that may cause its business, industry, strategy, financing activities or actual results to differ materially. More information on potential factors that could affect DMC and its financial results is available in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections within DMC’s Annual Report on Form 10-K for the year ended December 31, 2024, and in other documents that DMC has filed with, or furnished to, the U.S. Securities and Exchange Commission. DMC does not undertake any obligation to release public revisions to any forward-looking statement, including, without limitation, to reflect events or circumstances after the date of this news release, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.