8-K - Bowman Consulting Group Ltd. | StockGist

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Bowman Consulting Group Ltd. announced that CEO and Director Gary Bowman intends to retire and resign later in 2026 after delivering notice of non-renewal of his employment agreement on February 12, 2026. The company entered into an amended employment agreement with CFO Bruce Labovitz providing a $2,000,000 special bonus and extended the COO Daniel Swayze's agreement with retention equity awards.

Key Takeaways

1Gary Bowman, CEO and Director, delivered notice of non-renewal on February 12, 2026; employment expires December 31, 2026

2Gary Bowman entitled to fully accelerated vesting of unvested equity awards upon non-renewal

3Board initiated search for CEO successor; Bowman to serve as senior advisor post-transition

4Bruce Labovitz, CFO, eligible for $2,000,000 special cash bonus payable April 1, 2027, subject to continued employment

5Daniel Swayze, COO, initial employment term extended to December 31, 2028

6Swayze granted 5,719 time-based restricted stock shares and 5,719 performance-based RSUs

Current Report Details

Event Type

Management Change

Regulation Fd

Exhibits Only

Disclosure

Mandatory

Variant

8-K

Items Reported

5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 1

Management Change

$2.0MCompany on any matter relating to the Company

7.01

and Exhibit 99.1 to this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise

Regulation Fd

9.01

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Amended and Restated Executive Employment Agreement, dated February 12, 2026, betwe

Exhibits Only

Source Document

Executive & Director Changes

Gary Bowman

Chief Executive Officer and Director

Retirement and Resignation

Effective: later in 2026

Intends to retire; not due to any disagreement

Bruce Labovitz

Chief Financial Officer

Amended and Restated Executive Employment Agreement

Effective: 2026-02-12

Daniel Swayze

Chief Operating Officer

Employment Agreement Term Extension and Retention Awards

Effective: 2026-02-12

Exhibits (3)

10.1

EX-10.1

8-K

99.1

EX-99.1