Washington, D.C. 20549












Date of Report (Date of earliest event reported): February 23, 2021




Williams Industrial Services Group Inc.

(Exact Name of Registrant as Specified in its Charter)




Delaware   001-16501   73-1541378
(State or Other Jurisdiction of
File Number)
  (IRS Employer
Identification Number)


100 Crescent Centre Parkway, Suite 1240

Tucker, Georgia 30084

(Address of Principal Executive Offices, Zip Code)


Registrant’s telephone number, including area code: 770-879-4400




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:


Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share   WLMS   NYSE American


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    ¨


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 8.01Other Events.


Williams Industrial Services Group Inc. (“Williams” or the “Company”) is extremely saddened to report the passing, on February 22, 2021, of its longest-serving director and Chairman of the Board, Charles Macaluso.  Mr. Macaluso, 77, had served on the Company’s Board of Directors since January 2008 and at the time of his passing was Chairman of the Nominating & Corporate Governance Committee and a member of the Compensation Committee and the Audit Committee.


Mr. Macaluso was held in the very highest regard by his fellow directors, the Company’s management team and all of the employees at the Company with whom he came into contact.  He tirelessly served Williams and its shareholders during his tenure on the Board and his significant experience, energy, judgment, resolve and wit will be greatly missed by everyone associated with the Company.  He leaves many true and deep friendships at Williams and the Company extends its sincerest condolences to Mr. Macaluso’s family.


Director Robert B. Mills, the current chairman of the Company’s Audit Committee, will be assuming the role of Acting Chairman of the Board of Directors.






Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 Dated: February 23, 2021 Williams Industrial Services Group Inc.
  By: /s/ Charles E. Wheelock
    Charles E. Wheelock
    Senior Vice President, Chief Administrative Officer, General Counsel & Secretary