8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

BARRETT BUSINESS SERVICES, INC.

(Exact name of Registrant as Specified in Its Charter)

(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 (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))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company 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 7.01. Regulation FD Disclosure.

On December 17, 2024, Barrett Business Services, Inc. (the "Company") issued a press release announcing the establishment of a vice chairman role on its board of directors (the "Board") and the appointment of Joseph S. Clabby to the new role, effective December 13, 2024. Mr. Clabby has served as a member of the Board since 2022 and will continue to serve as a member of the Compensation Committee and the Nominating and Governance Committee.

The Board has not provided for any additional compensation for a Director serving as Vice Chairman.

The press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

* Furnished herewith

SIGNATURES

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 thereunto duly authorized.

EX-99.1

EXHIBIT 99.1

BBSI Establishes Vice Chairman Role, Appoints Current Board Member Joseph Clabby

VANCOUVER, Wash., Dec. 17, 2024 (GLOBE NEWSWIRE) – Barrett Business Services, Inc. (BBSI) (NASDAQ: BBSI), a leading provider of business management solutions and one of the largest professional employer organizations (PEO) in the U.S., is announcing the establishment of a vice chairman role on its board of directors and appointing current board member Joseph S. Clabby to the new role.

"On behalf of the board, we congratulate Joe Clabby on his appointment," said Tony Meeker, BBSI’s chairman of the board. "Consistent with our board development and succession planning process, we are pleased to name Joe to this position. During his time on our board, Joe has contributed tremendously to BBSI’s continued growth and success through his thoughtfulness, business acumen and leadership."

On the appointment, Clabby commented: “It is a privilege to assume this vice chairman role. I look forward to continuing to work closely with my fellow directors and the management team on positioning the business for enhanced value creation.”

Clabby joined BBSI as director in September 2022. He spent over twenty years with ACE Limited and then Chubb (NYSE: CB) following its merger with ACE in a number of senior executive positions, including board roles at several affiliated companies. Prior to ACE and Chubb, he held underwriting, broker and executive roles with leading insurance and reinsurance organizations including Alexander & Alexander, Willis Group and Swiss Re.

About BBSI

BBSI (NASDAQ: BBSI) is a leading provider of business management solutions, combining human resource outsourcing and professional management consulting to create a unique operational platform that differentiates it from competitors. The Company’s integrated platform is built upon expertise in payroll processing, employee benefits, workers’ compensation coverage, risk management and workplace safety programs, and human resource administration. BBSI’s partnerships help businesses of all sizes improve the efficiency of their operations. The company works with more than 8,000 clients across all lines of business and is licensed to operate in all 50 states. For more information, please visit www.bbsi.com.

Investor Relations

Gateway Group, Inc.

Cody Slach

Tel 1-949-574-3860

BBSI@gateway-grp.com