BWMN 8-K
Bowman Consulting Group Ltd. (BWMN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of New Director
On April 3, 2025, the board of directors (the “Board”) of Bowman Consulting Group Ltd. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee, appointed Virginia L. Grebbien to serve as a Class II director, effective as of such date, whose term will expire at the 2026 annual meeting of stockholders. In addition, based on the recommendation of the Nominating and Corporate Governance Committee, the Board appointed Ms. Grebbien to serve on the Compensation Committee and Nominating and Corporate Governance Committee effective, May 23, 2025. Ms. Grebbien fills a vacancy on the Board resulting from a previously announced director resignation in 2024.
The Board determined that Ms. Grebbien is independent under Nasdaq Stock Market rules. There is no arrangement or understanding between Ms. Grebbien and any other person pursuant to which she was selected as a director of the Company, and there is no family relationship between Ms. Grebbien and any of the Company’s other directors or executive officers. The Company is not aware of any transaction involving Ms. Grebbien requiring disclosure under Item 404(a) of Regulation S-K.
Ms. Grebbien, age 62, has over 30 years of public and private water sector experience in North America and the Middle East. Ms. Grebbien was previously employed at Parsons Corporation (NYSE: PSN), where during a 13-year tenure, she held a succession of leadership roles including EVP of business development – global water, president of Parsons Water, president of Parsons Environment and Infrastructure, chief of staff to CEO, chief marketing officer and chief corporate affairs officer. She reported to former chairman and CEO, Charles L. Harrington and was instrumental in the company’s transformation and re-branding from a traditional engineering and infrastructure company into a global digital technology company and helped lead its 2019 initial public offering. She retired from Parsons in 2021.
Upon commencement of her service as a director, the Board granted Ms. Grebbien a one-time initial award of restricted stock valued at $132,500, which will vest one year from the grant date subject to Ms. Grebbien’s continued service as a director. Ms. Grebbien will receive the same fees, which consist of stock and cash, for her service as a director and committee member as the Company’s other non-employee directors. For 2025, these fees include an annual cash retainer of $67,500 for service on the Board, an annual cash retainer of $6,000 for serving as a member of each of the Compensation Committee and Nominating and Governance Committee, and an annual stock award effective after the second quarterly meeting of the Board with a value of $132,500. The stock award vests one year from the grant date.
Ms. Grebbien has also entered into the Company’s standard form of indemnification agreement.
| Item 8.01 | Other Events |
On April 7, 2025, the Company issued a press release announcing Ms. Grebbien’s appointment to the Board which is attached as Exhibit 99.1 hereto.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 99.1 | Bowman Consulting Group Ltd. press release dated April 7, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BOWMAN CONSULTING GROUP LTD. | ||||||
| Date: April 7, 2025 | By: | /s/ Bruce Labovitz | ||||
| Bruce Labovitz | ||||||
| Chief Financial Officer | ||||||
Exhibit 99.1
FOR IMMEDIATE RELEASE
Bowman Appoints Virginia L. Grebbien to Board of Directors
April 7, 2025, Reston, VA - Bowman Consulting Group Ltd. (NASDAQ: BWMN), a national engineering services firm, today announced the election of Virginia L. Grebbien to the Board of Directors. Grebbien, a renowned C-level leader with expertise in both private and public sectors, will serve as an independent director, filling a board vacancy. She is also expected to serve on the compensation and the nominating and corporate governance committees starting May 23, 2025.
Grebbien has over 30 years of public and private water sector experience in North America and the Middle East. During her 13-year tenure at Parsons Corporation (NYSE: PSN), she held a succession of leadership roles including EVP of business development – global water, president of Parsons Water, president of Parsons Environment and Infrastructure, chief of staff to CEO, chief marketing officer and chief corporate affairs officer. She reported to former chairman and CEO, Charles L. Harrington and was instrumental in the company’s transformation and re-branding from a traditional engineering and infrastructure company into a global digital technology company and helped lead its 2019 initial public offering. She retired from Parsons in 2021.
“Virginia is a proven leader and expert in technology, natural resources and public policy,” said Gary Bowman, chairman and CEO of Bowman. “Her role in authoring critical natural resources legislation and her leadership in Parsons’ global growth and transformation showcases Virginia’s ability to anticipate industry shifts and drive meaningful change. Her strategic insights and governance expertise will be a strong complement to our board. We welcome Virginia as our newest director and look forward to her contributions as we continue to drive innovation and growth at Bowman.”
“I’m honored to join the board at such an exciting time at Bowman,” said Grebbien. “As the company continues to drive innovation and grow, I look forward to collaborating with my fellow directors to help shape the company’s future and create long-term value for shareholders.”
Prior to joining Parsons in 2008, Grebbien held leadership positions at major water management agencies in Southern California including the Orange County Water District, West Basin and Central Basin Municipal Water District and the Metropolitan Water District of Southern California. Earlier, Grebbien spent three years at Warburg Pincus, a private equity firm, working on water and energy projects.
Throughout her career, she has played a pivotal role in advancing large-scale infrastructure projects, shaping public policy and fostering sustainable water solutions. Grebbien has served on the boards of numerous public and private companies, including independent director of Liberty Utilities West Regional Board, president of the WaterReuse Association Board of Directors and founding president of the WaterReuse Research Foundation, Santa Ana Watershed Project Authority, California Urban Water Agencies, Association of California Water Agencies Groundwater, Southern California Water Committee and Delta Task Force. She was also appointed Santa Ana River Watermaster by the Orange County California Superior Court.
Grebbien is a registered professional engineer in the state of California and holds a bachelor’s degree in civil engineering from California State Polytechnic University, Pomona.
About Bowman Consulting Group Ltd.
Headquartered in Reston, Virginia, Bowman is a national engineering services firm delivering infrastructure, technology and project management solutions to customers who own, develop and maintain the built environment. With over 2,300 employees in more than 100 locations throughout the United States, Bowman provides a variety of planning, engineering, geospatial, construction management, commissioning, environmental consulting, land procurement and other technical services to customers operating in a diverse set of regulated end markets. Bowman trades on the Nasdaq under the symbol BWMN. For more information, visit bowman.com or investors.bowman.com.
Investor Relations Contact:
Betsy Patterson
General Media Contact:
Christina Nichols