8-K

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): June 25, 2025

DMC Global Inc.

(Exact Name of Registrant as Specified in its Charter)

11800 Ridge Parkway, Suite 300, Broomfield, Colorado 80021

(Address of Principal Executive Offices, Including Zip Code)

(303) 665-5700

(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))

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 o

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. o

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

On June 25, 2025, the Board of Directors (the “Board”) of DMC Global Inc. (the “Company”), upon the recommendation of the Corporate Governance and Nominating Committee of the Board, increased the size of the Board to six members and appointed John R. “Jay” Doubman, 53, to the Board, effective immediately.

Mr. Doubman will serve as a member of the Risk Committee and the Compensation Committee. There are no arrangements or understandings between Mr. Doubman and any other persons pursuant to which he was appointed to the Board. There are no related party transactions between Mr. Doubman and the Company that would be required to be reported under Item 404(a) of Regulation S-K. The Board has determined that Mr. Doubman is independent in accordance with applicable rules of The Nasdaq Stock Market LLC. There are no family relationships between Mr. Doubman and the Company’s executive officers and other directors. He will be compensated for his services as director pursuant to the Company’s standard non-employee director compensation arrangements.

Item 7.01     Regulation FD Disclosure.

On June 26, 2025, the Company issued a press release announcing the information set forth in Item 5.02 above. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information provided in Item 7.01 of this Current Report, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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.

Document

DMC GLOBAL APPOINTS JAY DOUBMAN TO BOARD OF DIRECTORS

BROOMFIELD, Colo. – June 26, 2025 – DMC Global Inc. (Nasdaq: BOOM) today announced its board of directors has elected John R. “Jay” Doubman as an independent director. Mr. Doubman joins the DMC board with more than 30 years of global leadership experience in the industrial, building products and specialty chemicals sectors.

Mr. Doubman currently serves as chief executive officer and board member at ICP Group, a leading manufacturer of specialty coatings, adhesives and sealants serving the construction industry. Under his leadership, the company has executed a successful turnaround strategy and restructured its operations to drive growth and operational excellence.

Prior to ICP, Mr. Doubman held senior executive roles at several industrial and building products businesses, including Ecore International, Cabot Corporation and CertainTeed Corporation. Mr. Doubman’s background includes extensive experience in corporate strategy, mergers and acquisitions, international operations and corporate governance.

“We are pleased to welcome Jay to DMC’s board of directors,” said James O’Leary, executive chairman, president and CEO of DMC Global. “Jay’s extensive operational expertise, strategic insight, and proven ability to lead complex, global businesses make him a valuable addition to our board. His experience in building and industrial products aligns well with DMC’s diversified industrial portfolio and growth objectives.”

“I’m honored to join the DMC board,” said Mr. Doubman. “The Company has built a portfolio of differentiated, industry-leading businesses, and I look forward to working with my fellow directors and the management team to help guide DMC’s future growth and success.”

Mr. Doubman earned a Master of Business Administration with distinction from the Wharton School of the University of Pennsylvania and holds a Bachelor of Science in Mechanical Engineering from Bucknell University.

About DMC Global

DMC Global is an owner and operator of innovative, asset-light manufacturing businesses that provide unique, highly engineered products and differentiated solutions. DMC’s businesses have established leadership positions in their respective markets and consist of: Arcadia, a leading supplier of architectural building products; DynaEnergetics, which serves the global energy industry; and NobelClad, which addresses the global industrial infrastructure and transportation sectors. DMC’s businesses are led by experienced, strategically focused management teams, which are supported with business resources and capital allocation expertise to advance their operating strategies and generate the greatest returns. Based in Broomfield, Colorado, DMC trades on Nasdaq under the symbol “BOOM.” For more information, visit: www.dmcglobal.com.

Safe Harbor Language

This news release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to, DMC’s plans for future growth. All of these statements are based on management’s expectations as well as estimates and assumptions prepared by management that, although they believe to be reasonable, are inherently uncertain. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and other factors outside of DMC’s control that may cause its business, industry, strategy, financing activities or actual results to differ materially. More information on potential factors that could affect DMC and its financial results is available in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections within DMC’s Annual Report on Form 10-K for the year ended December 31, 2024, and in other documents that DMC has filed with, or furnished to, the U.S. Securities and Exchange Commission. DMC does not undertake any obligation to release public revisions to any forward-looking statement, including, without limitation, to reflect events or circumstances after the date of this news release, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.