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BCS

Current Report · Items 1.01, 2.01, 7.01, 9.01 · 8-K

IES Holdings, Inc.

IESCNASDAQEQUITYCurrent

Entry into a Material Definitive Agreement · Completion of Acquisition or Disposition of Assets · Regulation FD Disclosure

Item 1.01 Entry into a Material Definitive Agreement. On October 5, 2026, IES Holdings, Inc., a Delaware corporation (“IES” or the “Company”) entered into Amendment No. 2 to Fourth Amended and Restated Credit Agreement and Amendment No.…

Filed Oct 6, 2026Accepted Oct 6, 2026, 4:00 PM EDTCIK 1048268Accession 0001493152-26-045939
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Company context

Current securities

Recent company filings

  1. SCHEDULE 13G/A - filed by IES Holdings, Inc. regarding Ranger Energy Services, Inc.Aug 14, 2026
  2. 13F-HR filingAug 14, 2026
  3. Entry into a Material Definitive Agreement · Unregistered Sales of Equity Securities · Regulation FD DisclosureAug 11, 2026
  4. Results of Operations and Financial Condition · Regulation FD Disclosure · Other EventsJul 31, 2026
  5. 10-Q filingJul 31, 2026

Registered securities in this filing

IES Holdings, Inc. · 8-K · Filed 2026-10-06

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, par value $0.01 per share

Symbol
IESC
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: AsOf2026-10-05

Dimensions: Not supplied

Accession 000149315226045939 · 1 registered-security cover member

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Disclosure sections

Items 1.01, 2.01, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement. On October 5, 2026, IES Holdings, Inc., a Delaware corporation (“IES” or the “Company”) entered into Amendment No. 2 to Fourth Amended and Restated Credit Agreement and Amendment No. 1 to Amended and Restated Guaranty and Security Agreement (the “Amendment”), which amends the Fourth Amended and Restated Credit Agreement dated January 21, 2025 (as previously amended, the “Credit Agreement”) by and among the Company and each of the other borrowers and guarantors named therein with Wells Fargo Bank, National Association, as administrative agent, swingline lender and issuing lender, BOKF, NA d/b/a Bank of Texas, Zions Bancorporation, N.A. d/b/a Amegy Bank, and Texas Capital Bank as co-documentation agents, Wells Fargo Securities LLC, Fifth Third Bank, National Association, The Huntington National Bank, PNC Capital Markets, LLC, as joint lead arrangers and joint bookrunners and other financial institutions party thereto as lenders. Pursuant to the Amendment, (i) the Company’s borrowing capacity increased to $700 million of which $200 million is in the form of a term loan facility and $500 million is in the form of a revolving credit facility, and (ii) the subsidiaries acquired pursuant to the Transactions (as defined below) were joined as guarantors to the Credit Agreement. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.01Item 2.01 - Completion of Acquisition
Item 2.01 Completion of Acquisition or Disposition of Assets. On October 5, 2026, IES announced that its wholly owned subsidiary, IES OpCo Holdings, Inc. (“OpCo”), completed its previously announced acquisition of approximately 91.21% of the issued and outstanding shares of common stock (the “Transferred Shares”) of DBM Global, Inc., a Delaware corporation (the “Target”), in exchange for the Stock Consideration and Seller Cash Consideration (each as defined in the Transaction Agreement (defined below)) (the “Acquisition”). Immediately following the Acquisition, IES Merger Sub, Inc. (“Merger Sub”), a Delaware corporation and wholly owned subsidiary of OpCo, merged with and into the Target pursuant to Section 253 of the Delaware General Corporation Law, with the Target surviving as a wholly owned indirect subsidiary of IES through OpCo (the “Merger,” and together with the Acquisition, the “Transactions”). The Transactions were completed on the terms set forth in that certain Transaction Agreement dated as of August 7, 2026 (the “Transaction Agreement”) by and among IES, Merger Sub, INNOVATE Corp., a Delaware corporation (“INNOVATE”), and DBM Global Intermediate Holdco Inc., a Delaware corporation. Total consideration of approximately $691 million (the “Purchase Price”) consisted of approximately $545 million in cash and 430,974 shares of IES common stock (as adjusted for IES’s two-for-one stock split effected on August 21, 2026) valued at approximately $146 million based on the closing price of IES common stock on October 2, 2026, subject to customary net working capital and other post-closing adjustments. The cash consideration includes a $35 million payment to INNOVATE in respect of the estimated cost to INNOVATE of participating in a joint election under Section 338(h)(10) of the Internal Revenue Code. IES funded the cash consideration with cash on hand and $525 million of borrowings under the Credit Agreement, as amended by the Amendment described in Item 1.01. The foregoing descriptions of the Transactions and the Transaction Agreement do not purport to be complete and are qualified in their entirety by reference to the Transaction Agreement which was filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed August 11, 2026, incorporated herein by reference.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On October 5, 2026, IES issued a press release announcing the closing of the Transactions as described above under Item 2.01. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm

Exhibit 99.1 IES Holdings Completes Acquisition of DBM Global Transaction Establishes New Structural Line of Business, Adding One of the Largest Independent Structural Steel Fabrication and Erection Platforms in the U.S. HOUSTON, Oct. 05, 2026 (GLOBE NEWSWIRE) - IES Holdings, Inc. (“IES”) (NASDAQ: IESC) today announced the closing of its previously announced acquisition of DBM Global Inc. (“DBM Global”), a vertically integrated structural steel fabrication, erection and industrial construction and engineering services platform, for total consideration of approximately $691 million, consisting of cash and shares of IES common stock. IES acquired 100% of the common stock of DBM Global, including the approximately 91.2% interest held by INNOVATE Corp. (“INNOVATE”) (NYSE: VATE) and the remaining interests held by other DBM Global stockholders. Effective today, DBM Global will operate as IES’s new Structural line of business alongside IES’s existing Communications, Residential, Infrastructure Solutions, and Commercial & Industrial segments. DBM Global generated revenue of approximately $1.5 billion for the twelve months ended June 30, 2026. “Today we welcome DBM Global’s approximate…

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