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0000764401
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2026-08-21
2026-08-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): August 21, 2026
Insteel Industries Inc.
(Exact Name of Registrant as Specified in Charter)
North Carolina | | 1-9929 | | 56-0674867 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
1373 Boggs Drive
Mount Airy, North Carolina27030
(Address of Principal Executive Offices, and Zip Code)
(336) 786-2141
Registrant’s Telephone Number, Including Area Code
(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 (see General Instruction A.2. below):
| ☐ | Written communication 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:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock (No Par Value) | IIIN | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 2.05. Costs Associated with Exit or Disposal Activities
The information set forth under Item 8.01 below is hereby incorporated into this Item 2.05 by reference.
Item 8.01. Other Events
On August 21, 2026, Insteel Industries Inc. issued a Press Release announcing that its wholly-owned subsidiary, Insteel Wire Products Company (together referred to as “Insteel” or the “Company”), will be closing its facility in Upper Sandusky, Ohio, and moving the manufacturing to the Company’s remaining welded wire reinforcement production facilities.
The consolidation of the Company’s welded wire manufacturing operations is expected to result in the elimination of up to 65 positions at the Upper Sandusky facility. It is anticipated that operations at the facility will cease by the end of October 2026. Insteel expects to incur a restructuring charge of approximately $4.6 million related to the facility’s closure, which includes $2.5 million for equipment relocation costs, $0.4 million for employee separation costs, $1.0 million for asset impairment and $0.7 million for other closure-related costs. Insteel expects that the restructuring charges, other than asset impairment, will consist of cash expenditures, which are anticipated to begin in the first quarter of fiscal 2027 and continue through the remainder of the fiscal year.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. When used in this Current Report, the words “believes,” “anticipates,” “expects,” “estimates,” “appears,” “plans,” “intends,” “may,” “should,” “could” and similar expressions are intended to identify forward-looking statements. Although we believe that our plans, intentions and expectations reflected in or suggested by such forward-looking statements are reasonable, they are subject to a number of risks and uncertainties, and we can provide no assurances that such plans, intentions or expectations will be implemented or achieved. Many of these risks and uncertainties are discussed in detail and are updated from time to time in our filings with the U.S. Securities and Exchange Commission (the “SEC”), in particular in our Annual Report on Form 10-K for the fiscal year ended September 27, 2025.
All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. All forward-looking statements speak only to the respective dates on which such statements are made and we do not undertake any obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as may be required by law.
Item 9.01. Financial Statements and Exhibits
Exhibit 104 | Cover Page Interactive Data File (embedded within Inline XBRL document). |
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.
INSTEEL INDUSTRIES INC.
By: /s/ Elizabeth C. Southern
Name: Elizabeth C. Southern
Title: Vice President Administration, Secretary and Chief Legal Officer
Date: August 21, 2026
Exhibit 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE | Contact: | Scot Jafroodi |
| | Vice President, Chief Financial Officer and Treasurer Insteel Industries Inc. (336) 786-2141 |
INSTEEL INDUSTRIES ANNOUNCES CLOSURE OF UPPER SANDUSKY, OHIO FACILITY
MOUNT AIRY, N.C., August 21, 2026 – Insteel Industries Inc. (NYSE: IIIN) (“Insteel” or the “Company”) announced today that it will close its facility in Upper Sandusky, Ohio, and move manufacturing requirements to the Company’s remaining welded wire reinforcement production facilities, which have ample open capacity to accommodate additional volumes.
The consolidation of the Company’s welded wire manufacturing operations is expected to result in the elimination of up to 65 positions at the Upper Sandusky facility. It is anticipated that operations at the Upper Sandusky facility will cease by the end of October 2026. Insteel expects to incur restructuring charges of approximately $4.6 million related to the closure.
“The consolidation of our welded wire facilities is an important step in positioning Insteel for long-term success by aligning our manufacturing footprint to customer demand, improving operational efficiency, and strengthening our cost competitiveness. We do not expect this action to affect the Company’s revenue,” said H.O. Woltz III, Insteel’s President and CEO. “We understand the impact this decision has on our employees, and we are committed to providing support and assistance throughout the transition.”
About Insteel
Insteel is the nation’s largest manufacturer of steel wire reinforcing products for concrete construction applications. Insteel manufactures and markets prestressed concrete strand and welded wire reinforcement, including engineered structural mesh, concrete pipe reinforcement and standard welded wire reinforcement. Insteel’s products are sold to manufacturers of concrete products that are used in nonresidential construction. Headquartered in Mount Airy, North Carolina, Insteel operates 11 manufacturing facilities located in the United States.
Forward-Looking Statements and Risk Factors
This news release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are not descriptions of historical facts are forward-looking statements that are based on our current expectations and may include commentary on our plans, financial position, liquidity, and other business developments. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Future results could differ materially from those described, and we do not undertake and specifically decline any obligation to correct or update any forward-looking statements. For further information regarding risk factors that could affect our operations and future results, refer to our reports filed with the U.S. Securities and Exchange Commission, including our annual report on Form 10-K for the year ended September 27, 2025.
1373 Boggs Drive, Mount Airy, NC 27030/PHONE: (336) 786-2141/FAX: (336) 786-2144
WWW.INSTEEL.COM
