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) ~~July~~September 2425, 2025

PERMA FIX ENVIRONMENTAL SERVICES INC

PERMA-FIX ENVIRONMENTAL SERVICES, INC.

(Exact name of registrant as specified in its charter)

PERMA FIX ENVIRONMENTAL SERVICES INC

Delaware

1-11596

58-1954497

(State or other jurisdiction of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

8302 Dunwoody Place, Suite 250, Atlanta, Georgia		30350
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (770) 587-9898

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

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

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, Par Value, $.001 Per Share		PESI		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 51.0701 – ~~Submission~~Entry ofinto ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders~~Agreement.

OnCollective ~~July~~Bargaining ~~24, 2025, Perma-Fix Environmental Services, Inc. (“the Company”) held its 2025 annual meeting of stockholders (the “2025 Annual Meeting”).~~Agreement

AsOn ofSeptember ~~June 2~~25, 2025, ~~the~~Perma-Fix ~~record~~Environmental ~~date~~Services, ~~for~~Inc.’s (the ~~2025~~“Company”) ~~Annual~~wholly ~~Meeting~~owned subsidiary, 18Perma-Fix Northwest Richland,~~452~~ Inc. (“PFNW”),~~227~~ ~~shares~~entered ofinto ~~the~~a ~~Company’s~~Collective ~~common~~Bargaining ~~stock~~Agreement (the “CBA”), ~~par~~with ~~value~~the United Association ~~$.001~~of ~~per~~Plumbers ~~share~~and Steamfitters Local Union 598 (~~“Common~~the ~~Stock~~“Union”), ~~were~~to ~~outstanding,~~become ~~each~~effective ~~entitled~~October to1, ~~one~~2025. ~~vote~~The ~~per~~CBA ~~share.~~covers Ofseventy-one (71) ~~such~~production ~~outstanding~~employees ~~shares~~(“Covered ofEmployees”) ~~Common Stock,~~at ~~13,782,236~~the ~~shares~~Company’s ~~were~~PFNW ~~present~~facility, atand ~~the~~its ~~meeting~~purpose inis ~~person~~to orattempt byto ~~proxy,~~maintain a ~~representing~~skilled ~~approximately~~and ~~74.69%~~stabilized oflabor ~~the~~force ~~Company’s securities~~for ~~entitled~~its towaste ~~vote~~treatment operations.

AtThe ~~the~~CBA ~~2025~~generally ~~Annual Meeting~~governs, ~~stockholders~~among ~~(1)~~other ~~reelected~~things, the ~~Company~~Covered Employees’s ~~nine~~compensation, ~~directors;~~vacation/holiday/sick ~~(2)~~pay, ~~ratified~~and ~~the~~working ~~appointment of Grant Thornton,~~conditions. ~~LLP,~~The asCBA ~~the~~provides ~~Company’s~~for ~~independent~~annual ~~registered~~base ~~public~~hourly ~~accounting~~wage ~~firm~~increases for ~~the~~Covered ~~2025~~Employees ~~fiscal~~equal ~~year;~~to ~~and~~one percent (31%) ~~approved,~~plus bythe ~~non-binding~~annual percentage change ~~advisory~~in ~~vote~~the Consumer Price Index for All Urban Consumers (CPI-U), ~~the~~Western ~~2024~~Region ~~compensation~~Average. ofThe Company will continue to offer its healthcare benefits and 401k plan to the ~~Company’s~~Covered ~~named~~Employees ~~executive~~under ~~officers~~the CBA.

The ~~final~~term ~~results~~ of ~~each~~the ofCBA is October 1, 2025 through October 1, 2030, and the ~~proposals~~CBA ~~voted~~renews automatically on byan annual basis thereafter, unless either PFNW or the ~~Company’s~~Union ~~stockholders~~gives ~~are~~written ~~described~~notice ~~below:~~at least sixty (60) days prior to October 1, 2030 of its intent to modify or terminate the CBA.

~~Proposal~~Item No 1.02 ~~1—Election~~– Termination of ~~Directors:~~a Material Definitive Agreement.

Director Nominee	Votes For		Votes Withheld
Thomas P. Bostick		7,681,007		264,188
Dr. Louis F. Centofanti		7,779,714		165,481
Mark J. Duff		7,728,333		216,862
Kerry C. Duggan		7,407,749		537,446
Joseph T. Grumski		7,733,019		212,176
Joe R. Reeder		7,522,286		422,909
Larry M. Shelton		7,310,477		634,718
Zach P. Wamp		7,684,108		261,087
Mark A. Zwecker		7,308,658		636,537

Employment Agreements

~~Under~~Each of the Company’s ~~bylaws~~executive officers: Mark Duff, ~~the~~President ~~election~~and ofChief ~~directors is~~Executive ~~determined~~Officer; byBen aNaccarato, ~~plurality~~Executive ofVice ~~the~~President (“EVP”) ~~votes~~and ~~cast~~Chief atFinancial ~~the~~Officer; ~~meeting,~~Dr. ~~meaning~~Louis aCentofanti, ~~nominee~~EVP ~~will~~of beStrategic ~~elected~~Initiatives; ifRichard ~~the~~Grondin, ~~number~~EVP of ~~votes~~Hanford and ~~cast~~International ~~“for” the~~Waste ~~nominee’s~~Operations, ~~election~~has ~~exceeds~~an ~~the~~employment ~~number~~agreement ofdated ~~votes~~April ~~cast~~20, ~~“against”~~2023, the ~~nominee’s~~material ~~election.~~terms ~~Because~~of ~~the~~which ~~election~~have been previously ofreported ~~directors~~on isItem ~~considered~~5.02 aof ~~“nonroutine”~~the ~~matter~~Company’s ~~under~~Form ~~the~~8-K ~~rules~~dated ofApril ~~the~~20, ~~NYSE~~2023, ~~governing~~incorporated ~~whether~~here ~~member~~by ~~brokers~~reference. ~~may~~Additionally, ~~exercise~~Troy Eshleman, ~~discretionary~~Chief ~~authority~~Operating toOfficer, ~~vote~~has ~~shares~~an asemployment toagreement ~~which~~dated ~~the~~April ~~beneficial~~17, ~~owner~~2025, ~~has~~the ~~not~~material ~~provided~~terms ~~voting~~of ~~instructions,~~which ~~brokers~~have ~~may~~been ~~not~~previously ~~vote uninstructed~~reported ~~shares~~on ~~for~~Item 5.02 of the ~~election~~Company’s ofForm ~~directors,~~8-K ~~and~~dated April 17, ~~accordingly~~2025, ~~are~~incorporated ~~considered~~herein ~~“not~~by ~~entitled~~reference to(each ~~vote”~~referenced onemployment agreement ~~such~~is areferred ~~proposal.~~to Asindividually aas ~~result, the~~an ~~5,837,041~~“Employment ~~broker~~Agreement” ~~non-votes~~and, collectively, as ~~well~~the as“Employment Agreements”). ~~abstentions~~Each orof ~~shares~~the ~~for~~Employment ~~which~~Agreements ~~voting~~provides ~~was~~that ~~withheld,~~such ~~were~~agreement ~~not~~will ~~treated~~automatically asbe ~~votes~~extended ~~cast,~~for ~~and~~one ~~therefore~~additional ~~had~~year ~~no effect~~ on ~~the~~April ~~proposal~~20, to2026, ~~elect~~unless ~~directors.~~at ~~Each~~least ~~nominee~~six ~~was~~months ~~reelected~~prior asto aApril ~~director~~20, of2026, the Company, toor ~~serve until~~ the ~~Company’s~~executive ~~next~~officer ~~annual~~provides written ~~meeting~~notice ofto ~~stockholders~~the orother ~~until~~not ~~their~~to ~~respective~~extend ~~successors~~the ~~are~~terms ~~duly~~of ~~elected~~the ~~and~~Employment ~~qualified~~Agreement.

~~Proposal~~On ~~No.~~September ~~2—Ratification~~29, 2025, the Company’s Compensation and Stock Option Committee (the “Committee”), on behalf of the ~~Appointment~~Company and its Board of ~~Grant~~Directors ~~Thornton~~(the “Board”), ~~LLP~~notified each of the executive officers that his current Employment Agreement as disclosed above will not be extended. The Committee will make recommendations to the ~~Independent~~Company’s ~~Registered~~Board ~~Public~~as ~~Accounting~~to ~~Firm~~proposed modifications to each of the Employment Agreements. It is the Company ~~for~~’s intention to offer new agreements to the ~~2025~~executive ~~Fiscal~~officers ~~Year:~~to be effective April 21, 2026.

Votes For				Votes Against				Votes Abstention
	13,764,715				10,632				6,889

Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The ~~affirmative~~information ~~vote~~contained ~~of the holders of a majority of the shares present~~ in ~~person~~Item ~~or represented by proxy and entitled to vote on the proposal was necessary to ratify the appointment of Grant Thornton, LLP as the Company’s independent registered public accounting firm~~1. Because Proposal 2 is considered a “routine” matter under the rules of the NYSE governing whether member brokers may exercise discretionary authority to vote shares as to which the beneficial owner has not provided voting instructions02, ~~brokers may vote uninstructed shares on this item and are considered~~ “~~entitled~~Employment ~~to vote~~Agreements” onis ~~the~~incorporated ~~proposal.~~herein ~~Accordingly,~~by ~~there were no broker non-votes on this matter~~reference. ~~Abstentions are considered votes present and entitled to vote on the proposal, and, thus, have the same effect as a vote AGAINST the proposal.~~

Proposal No. 3—Approval, by an Advisory (Non-Binding) Vote, of the 2024 Compensation of the Company’s Named Executive Officers:

Votes For				Votes Against				Votes Abstention
	6,337,589				595,696				1,011,910

The affirmative vote of the holders of a majority of the shares present in person or represented by proxy and entitled to vote on this matter was necessary to approve the advisory vote on executive compensation. Because such a proposal is considered a “nonroutine” matter under the rules of the NYSE governing whether member brokers may exercise discretionary authority to vote shares as to which the beneficial owner has not provided voting instructions, brokers may not vote uninstructed shares for such a proposal, and, accordingly, are considered “not entitled to vote” thereon. As a result, the 5,837,041 broker non-votes were not treated as entitled to vote on this matter, and therefore had no effect on this proposal. However, abstentions are considered votes present and entitled to vote on the proposal, and, thus, have the same effect as a vote AGAINST the proposal.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number	~~Exhibit Number~~	Description	~~Description~~
104	~~104~~	Cover Page Interactive Data File (embedded within the Inline XBRL document).	~~Cover Page Interactive Data File (embedded within the Inline XBRL document)~~

~~SIGNATURES~~2

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~Signatures

	PERMA-FIX ENVIRONMENTAL SERVICES, INC.
Dated: July 29, 2025	By:	/s/ Ben Naccarato
		Ben Naccarato
		Executive Vice President and Chief Financial Officer

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.

Dated: September 30, 2025

	PERMA-FIX ENVIRONMENTAL SERVICES, INC.

	By:	/s/ Ben Naccarato
		Ben Naccarato
		Executive Vice President and
		Chief Financial Officer

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