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03/05/2026 | Press release | Distributed by Public on 03/05/2026 15:15

Management Change/Compensation (Form 8-K)

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

On March 3, 2026, the Compensation Committee of the Board of Directors (the "Committee") of DMC Global Inc. (the "Company") approved the grant of cash-based awards to certain of the Company's named executive officers (collectively, the "Cash Awards"). The Committee approved the Cash Awards as part of the Company's annual long-term incentive grant cycle, consistent with existing compensatory arrangements with the named executive officers, in lieu of equity-based awards given the lack of a sufficient number of available shares under the DMC Global Inc. 2025 Omnibus Incentive Plan (the "Plan"). The Cash Awards were granted pursuant to the terms of the Plan and new forms of award agreements approved by the Committee.

James O'Leary, President and Chief Executive Officer; Eric Walter, Chief Financial Officer; Ian Grieves, President and Managing Director, DynaEnergetics; and Antoine Nobili, President and Managing Director, NobelClad, were granted time-based Cash Awards that provide the opportunity to receive a cash payment (the "Cash Payment") that will vest over a three-year period with one-third of the Cash Payment vesting on each of the first, second and third anniversaries of the grant date, subject to the terms of the applicable award agreement. Messrs. O'Leary and Walter were also granted equity-based performance awards generally consistent with their respective employment agreements and the Company's historical equity grant practices.

Messrs. Grieves and Nobili were also granted Cash Awards that provide the opportunity to receive a Cash Payment that can range from 0% to 200% of the target cash payment based upon the achievement of certain performance goals relating to the Adjusted EBITDA and Adjusted Free Cash Flow targets of DynaEnergetics or NobelClad, as applicable, over a three-year period, subject to the terms of the applicable award agreement.

DMC Global Inc. published this content on March 05, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 05, 2026 at 21:16 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]