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): March 416, 2026

ORION GROUP HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)


Delaware	1-33891	26-0097459
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

2940 Riverby Road, Suite 400

Houston, Texas 77020

(Address of principal executive offices)

(713) 852-6500

(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)


Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common stock, $0.01 par value per share		ORN		The New York Stock Exchange
Common stock, $0.01 par value per share		ORN		NYSE Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 71.~~01Regulation~~01Departure FDof ~~Disclosure.~~Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 416, 2026, ~~the~~each ~~Company~~of ~~posted~~Thomas ~~the~~N. ~~fourth~~Amonett ~~quarter~~ and ~~full~~Peggy ~~year~~M. ~~2025~~Foran ~~investor~~informed ~~presentation~~the toBoard ~~its~~of ~~website.~~Directors ~~The~~(the ~~presentation~~“Board”) isof ~~attached~~Orion asGroup ~~Exhibit~~Holdings, 99Inc.1 to(“Orion”) ~~this~~that ~~Current~~they ~~Report~~would onretire ~~Form~~from ~~8-K~~the Board and isall ~~incorporated~~committee ~~herein~~positions byeffective ~~reference.~~upon ~~All information included in~~ the ~~presentation~~closing ~~is presented as~~ of ~~the~~Orion’s ~~dates~~2026 ~~indicated,~~Annual ~~and~~Meeting ~~the~~of ~~Company~~Stockholders ~~does~~scheduled ~~not assume any obligation~~ to ~~correct~~be orheld ~~update~~on ~~such~~May ~~information~~19, in2026. ~~the future~~Mr. InAmonett’s ~~addition,~~and ~~the~~Ms. ~~Company~~Foran’s ~~disclaims~~retirements ~~any~~do ~~inferences~~not ~~regarding the materiality of such information that may~~ arise asfrom aany ~~result~~disagreement ofwith itOrion ~~furnishing~~on ~~such~~any ~~information~~matters ~~under~~relating ~~Item~~to ~~7.01~~Orion’s ofoperations, ~~this~~policies ~~Current~~or ~~Report on Form 8-K~~practices.

Item 7.01

Regulation FD Disclosure.

On March 17, 2026, Orion issued a press release regarding Mr. Amonett’s and Ms. Foran’s retirements. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Report under Item 7.01 and set forth in the attached Exhibit 99.1 is deemed to be “furnished” solely pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

The information contained in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
99.1		~~Investor~~Press ~~Presentation~~Release, dated March 17, 2026.
104		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.


	Orion Group Holdings, Inc.
Dated: March 4, 2026	By:	/s/ Travis J. Boone
Dated: March 17, 2026	By:	/s/ Travis J. Boone
		President and Chief Executive Officer

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