TEAM INC 8-K

What Happened
Team, Inc. (TISI) filed an 8-K on Jan 26, 2026 announcing that CEO Keith Tucker will depart effective Jan 31, 2026 (not due to any disagreement with the company). The Board appointed Gary Hill as CEO effective Feb 1, 2026. The company also disclosed Hill’s offer letter (dated Jan 22, 2026) and said it will file details of any severance/consulting arrangement with Mr. Tucker when finalized.

Key Details

• Keith Tucker departure effective Jan 31, 2026; company expects to enter a severance and consulting agreement and will disclose material terms when executed.
• Gary Hill (age 60) appointed CEO effective Feb 1, 2026; over 30 years in industrial services, most recently COO of Shermco Industries (Jan 2023–Jan 2026).
• Compensation highlights in Hill’s offer letter: $750,000 base salary; annual cash bonus target 100% of base (max 200%); sign-on equity RSUs valued at $562,500 (vest over 3 years, floor per-share price $14.00 for initial calculation); performance stock units valued at $1,312,500 (performance period beginning Jan 1, 2026; grant by May 30, 2026).
• Other terms: up to $100,000 relocation reimbursement; up to $3,000/month for temporary housing (up to 18 months); eligibility under and planned amendment to severance policy to provide 18 months base if terminated without cause, and 2 years base + 2 years bonus if terminated within 12 months after a change in control.

Why It Matters
A CEO change is a material leadership shift that can affect strategy and execution. Investors should note the material economic incentives (salary, bonus target, sizable equity grants) that align the new CEO’s pay with performance but could also affect share count through equity awards. The company’s disclosure that Tucker’s exit was not due to a disagreement reduces immediate governance red flags, while disclosed severance commitments for the incoming CEO indicate potential future cash or equity payouts under certain termination scenarios. A press release accompanying the filing was also issued.