POWLNasdaq

POWELL INDUSTRIES INC

Switchgear & Switchboard Apparatus · NV · CIK 80420

Develops, designs, manufactures, and services custom-engineered equipment and systems for electrical energy distribution, control, and protection

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$10.74B

Market cap

$281.09

Last close

+0.5%

-8.7%

735K

Volume

Price · last 39 sessions+4.1%

May 4L $261.58 · H $322.05Jun 29

301

Total filings

May 5, 2026

Last filing

09/30

Fiscal year end

All 8-K · 166 10-Q · 63 DEF 14A · 21 10-K · 20 SC 13G · 13 DEFA14A · 8 10-Q/A · 6 8-K/A · 4

Insider Activity

In the 90 days to Mar 19, 2026: 7 sold $46.0M.

Date	Insider	Action	Shares	Price	Value
Mar 19, 2026	Powell Thomas WTenPercentOwner	Sell	49,778	$502.23	$25.0M
Mar 12, 2026	Cope Brett AlanPresident & CEO	Sell	1,480	$504.80	$747K
Feb 25, 2026	Powell Thomas WTenPercentOwner	Sell	318	$560.37	$178K
Feb 24, 2026	Powell Thomas WTenPercentOwner	Sell	412	$561.44	$231K
Feb 24, 2026	Powell Thomas WTenPercentOwner	Sell	400	$560.30	$224K
Feb 24, 2026	Powell Thomas WTenPercentOwner	Sell	223	$562.25	$125K
Feb 24, 2026	Powell Thomas WTenPercentOwner	Sell	124	$563.65	$70K
Feb 13, 2026	Powell Thomas WTenPercentOwner	Sell	120	$600.06	$72K
Feb 12, 2026	Powell Thomas WTenPercentOwner	Sell	8,511	$600.56	$5.1M
Feb 12, 2026	Powell Thomas WTenPercentOwner	Sell	6,320	$601.39	$3.8M
Feb 12, 2026	Powell Thomas WTenPercentOwner	Sell	80	$602.58	$48K
Feb 11, 2026	Powell Thomas WTenPercentOwner	Sell	7,976	$592.27	$4.7M
Feb 11, 2026	Powell Thomas WTenPercentOwner	Sell	2,309	$593.57	$1.4M
Feb 11, 2026	Ni PingCorp Controller	Sell	70	$590.00	$41K
Feb 10, 2026	Eckenrode David LAssistant Secretary/Treasurer	Sell	295	$570.00	$168K
Feb 9, 2026	Birchall JohnManaging Director	Sell	2,400	$582.50	$1.4M
Feb 6, 2026	Mckertcher Terry BVice President, Operations	Sell	1,300	$555.96	$723K
Feb 6, 2026	Mckertcher Terry BVice President, Operations	Sell	700	$560.05	$392K
Feb 6, 2026	Mckertcher Terry BVice President, Operations	Sell	500	$565.06	$283K
Feb 6, 2026	Mckertcher Terry BVice President, Operations	Sell	500	$550.00	$275K

Open-market buys & sells (Form 4, transaction codes P/S). Source: SEC structured insider data.

What Changed

Risk factors · Nov 20, 2024 → Nov 19, 2025

45 added · 15 removed between the two most recent 10-Ks. The risks a company starts — or stops — disclosing are often the story.

Newly disclosed

Our competitors or other third parties may incorporate AI, including machine learning, data science and similar technologies, into their product development, product enhancement or product offerings more quickly or more successfully than us, which could impair our ability to compete effectively and adversely affect our business, financial condition and results of operations.
The complex and rapidly evolving landscape around AI could expose us to claims, inquiries and proceedings by third parties and global regulatory authorities and subject us to legal liability as well as reputational harm. 10 Unforeseen difficulties with expansions, relocations, or consolidations of existing facilities could adversely affect our operations.
Specifically, our directors and officers will not be personally liable for monetary damages for any breach of their fiduciary duty, except for liability: • for any breach of their duty of loyalty to the Company or our stockholders; • for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law; • for any transaction from which the director or officer derived an improper personal benefit; • solely with respect to directors, under provisions relating to unlawful payments of dividends or unlawful stock repurchases or redemptions; and • solely with respect to officers, for any action by or in the right of the Company.
This limitation may have the effect of reducing the likelihood of derivative litigation against directors or officers and may discourage or deter stockholders (or, with respect to directors, management) from bringing a lawsuit against directors or officers, as applicable, for breach of their duty of care, even though such an action, if successful, might otherwise have benefited our stockholders.
Our bylaws provide that, unless we consent in writing to the selection of an alternative forum, the sole and exclusive forum for (1) any derivative action or proceeding brought on behalf of us, (2) any action asserting a claim of breach of a fiduciary duty owed by any director, officer, employee or stockholder of Powell to Powell or our stockholders, including a claim for breach of fiduciary duty, (3) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law, our bylaws or certificate of incorporation or as to which the Delaware General Corporation Law confers jurisdiction on the Court of Chancery of the State of Delaware or (4) any action asserting a claim governed by the internal affairs doctrine or asserting an "internal corporate claim" shall, to the fullest extent permitted by law, be the Court of Chancery of the State of Delaware (or, if the Court of Chancery does not have jurisdiction, another state court located within the State of Delaware or, if no court located within the State of Delaware has jurisdiction, the federal district court for the State of Delaware).
For example, the State of California has published new rules that would require companies doing business in California to provide significantly expanded climate-related disclosures in their periodic reporting.
In addition, stockholders who do bring a claim in a state or federal court located within the State of Delaware could face additional litigation costs in pursuing any such claim, particularly if they do not reside in or near Delaware.
The development or use of Artificial Intelligence (AI) by our competitors or other third parties may impair our ability to compete effectively and adversely affect our business, financial condition and results of operations.
The personal liability of our directors and officers for monetary damages for breach of their fiduciary duty of care is limited by the Delaware General Corporation Law and by our certificate of incorporation.
The Delaware General Corporation Law allows corporations to limit available relief for the breach of directors’ or officers’ duty of care to equitable remedies such as injunction or rescission.
The OBBBA extends and modifies certain key 2017 Tax Cuts & Jobs Act (TCJA) provisions (both domestic and international) and revamps some of the TCJA’s provisions on the taxation of corporations’ foreign income.
Our insurance coverage may not be sufficient to compensate for all liability relating to any actual or potential disruption or other security breach or incident.

No longer disclosed

Accordingly, our inability to realize the full amount of our contract backlog may have an adverse impact on our business and results of operations. 8 Failure to place competitive bids and adequately project costs may result in losses on our fixed-price contracts with customers.
These disruptions could lead to reduced demand for our products and services and cancellation of existing projects, and could have an adverse impact on our business, financial condition and results of operations. 11 Fluctuations in the price and supply of materials used to manufacture our products may reduce our profits and could adversely impact our ability to meet commitments to our customers.
Increased global information technology cybersecurity threats and more sophisticated and targeted computer crime pose a risk to the security of our systems and networks, and the confidentiality, availability and integrity of our data and communications.
While we attempt to mitigate these risks by employing a number of measures, including employee education, comprehensive monitoring of our networks and systems, and maintenance of backup and protective systems, our systems, networks and products remain potentially vulnerable to advanced persistent threats.
Any of these factors could adversely impact our business and results of operations. 12 A significant portion of our revenues may be concentrated among a small number of customers and may be subject to the risks of particular industries.
A reduction in or elimination of our dividend payments could have a material negative effect on our stock price. 13 We may issue preferred stock on terms that could adversely affect the voting power or value of our common stock.
Failures or weaknesses in our internal controls over financial reporting could adversely affect our ability to report on our financial condition and results of operations accurately or on a timely basis.
Unsatisfactory safety performance may subject us to penalties, negatively impact customer relationships, result in higher operating costs, and negatively impact employee morale and turnover.
Similarly, the repurchase or redemption rights or liquidation preferences we might assign to holders of preferred stock could affect the residual value of the common stock.
Our failure to compete effectively and secure projects could adversely affect future revenues and could have an adverse impact on our business and results of operations.
Our backlog is subject to unexpected adjustments, cancellations and scope reductions and, therefore, may not be a reliable indicator of our future earnings.
Failure to remain in compliance with covenants or obtain waivers or amendments under our credit agreement could adversely impact our business.

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