Form 8-K
8-K — CECO ENVIRONMENTAL CORP
Accession: 0001193125-26-413794
Filed: 2026-10-05
Period: 2026-10-02
CIK: 0000003197
SIC: 3564 (INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFYING EQUIP)
Item: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — ceco-20261002.htm (Primary)
EX-99.1 (ceco-ex99_1.htm)
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8-K
8-K (Primary)
Filename: ceco-20261002.htm · Sequence: 1
8-K
0000003197false00000031972026-10-022026-10-02
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): October 2, 2026
CECO ENVIRONMENTAL CORP.
(Exact Name of registrant as specified in its charter)
Delaware
000-07099
13-2566064
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
5080 Spectrum Drive,
East Tower, Suite 800E
Addison, Texas
75001
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (214) 357-6181
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
Name of each exchange on which registered
Common Stock, par value $0.01 per share
CECO
The NASDAQ Stock Market LLC
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 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On October 2, 2026, CECO Environmental Corp. (the “Company”), acting pursuant to authorization from its Board of Directors (the “Board”), notified the Nasdaq Global Select Market (“Nasdaq”) of its intention to voluntarily withdraw the primary listing of its common stock, par value $0.01 per share (the “Common Stock”), from Nasdaq and transfer the primary listing to the Texas Stock Exchange LLC (“TXSE”). The Company expects that trading of the Common Stock on Nasdaq as a primary listing will end at market close on October 16, 2026, and that trading on TXSE as a primary listing will begin at market open on October 19, 2026. The Common Stock has been approved for listing on TXSE, where it will continue to trade under the stock symbol “CECO.”
Item 7.01 Regulation FD.
The Company issued the news release attached hereto as Exhibit 99.1 in connection with the transfer of the primary listing of the Common Stock to TXSE.
The information contained in Item 7.01 of this Current Report on Form 8-K (the “Report”) and in Exhibit 99.1 to the Report shall not be deemed “filed” with the Securities and Exchange Commission for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number
Exhibit Title
99.1
104
CECO Environmental Corp. Press Release, issued October 2, 2026.
Cover Page Interactive Data File (embedded within the 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 hereunto duly authorized.
Date: October 5, 2026
CECO Environmental Corp.
By:
/s/ Peter Johansson
Peter Johansson
Chief Financial Officer
EX-99.1
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EX-99.1
CECO Environmental to Transfer U.S. Stock Exchange Listing
to the Texas Stock Exchange
Common stock expected to begin trading on TXSE on October 19, 2026, under existing ticker symbol “CECO”
ADDISON, Texas, October 2, 2026 – CECO Environmental Corp. (Nasdaq: CECO) (“CECO”), a leading environmentally focused, diversified industrial company whose solutions protect people, the environment, and industrial equipment, today announced that its Board of Directors has approved the voluntary transfer of the primary listing of the Company’s common stock, par value $0.01 per share, from the Nasdaq Global Select Market (“Nasdaq”) to the Texas Stock Exchange (“TXSE”).
Subject to customary conditions, CECO expects its common stock to cease trading on Nasdaq at the market close on Friday, October 16, 2026, and begin trading on TXSE at the market open on Monday, October 19, 2026. CECO’s common stock will continue trading under the ticker symbol CECO and retain its existing CUSIP. The transfer is not expected to affect the Company’s operations, financial condition, reporting obligations, or stockholders’ rights, and stockholders need not take any action. The transfer reflects CECO’s strategic alignment with Texas as a growing center for business, innovation, and capital markets.
Todd Gleason, CECO’s Chairman and Chief Executive Officer, commented: “CECO has been on a multi-year transformation journey diversifying our portfolio while delivering high-performance financial results and shareholder returns. By becoming the first multi-industrial company to transfer its primary listing to the Texas Stock Exchange, we are aligning with a well-capitalized, leading technology platform that introduces a new era of competitive growth in U.S. capital markets. We appreciate Nasdaq’s partnership and support throughout CECO’s growth as a public company.”
“This move builds upon our strong presence in Texas, which includes our global headquarters in Addison and a large employee base in the state. Texas is currently the most dynamic economic market in the United States, attracting an influx of investment and business growth. Strengthening our alignment with this dynamic growth environment advances CECO’s position as a leader in industrial markets,” added Gleason.
"A high-growth, global leader like CECO can list anywhere — and today it chose Texas," said TXSE Chairman and CEO James H. Lee. "For six decades, CECO has provided the innovation that has kept American industry clean, safe, and running. Manufacturers make America, and we are proud CECO will become the first industrial company to place its primary listing on the Texas Stock Exchange."
About CECO
CECO Environmental is a leading environmentally focused, diversified industrial company, serving a broad landscape of industrial air, industrial water, and energy transition markets globally through its key business segments: Engineered Systems and Industrial Process Solutions. Providing innovative technology and application expertise, CECO helps companies grow their business with safe, clean, and more efficient solutions that help protect people, the environment and industrial equipment. In regions around the world, CECO works to improve air quality, optimize the energy value chain, and provide custom solutions for applications in power generation, petrochemical processing, refining, midstream gas transport and treatment, electric vehicle and battery production, metals and mineral processing, polysilicon production, battery recycling, beverage can production, and produced and oily water/wastewater treatment, along with a wide range of other industrial applications. CECO’s common stock trades under the ticker symbol “CECO.” Incorporated in 1966, CECO’s global headquarters is in Addison, Texas. For more information, please visit www.cecoenviro.com.
Forward-Looking Statements:
Any statements contained in this press release, other than statements of historical fact, including statements about management’s beliefs and expectations, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, both as amended, and are intended to be covered by the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995, and should be evaluated as such. These statements are made on the basis of management’s views and assumptions regarding future events and business performance. We use words such as “believe,” “expect,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “will,” “plan,” “should” and similar expressions to identify forward-looking statements.
Forward-looking statements in this Press Release include, but are not limited to, statements regarding the planned transfer of the primary listing of our common stock from Nasdaq to the Texas Stock Exchange and the anticipated timing and effects of such transfer.
Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Potential risks and uncertainties, among others, that could cause actual results to differ materially are discussed under “Part I – Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and under “Part II – Item 1A. Risk Factors” of the Company’s Quarterly Reports on Form 10-Q and include, but are not limited to, risks related to delays in the timing for implementing the listing transfer, potential market disruptions with respect to the trading of the common stock, potential impacts on the Company’s business or operations as it implements the listing transfer, and risks that applicable
approvals, conditions, or regulatory requirements relating to the listing transfer may not be satisfied in the anticipated timeframe or at all.
Many of these risks are beyond management’s ability to control or predict. Should one or more of these risks or uncertainties materialize, or should any related assumptions prove incorrect, actual results may differ materially from those currently anticipated. Investors are cautioned not to place undue reliance on such forward-looking statements as they speak only to our views as of the date the statement is made. Except as required under the federal securities laws or the rules and regulations of the Securities and Exchange Commission, we undertake no obligation to update or review any forward-looking statements, whether as a result of new information, future events or otherwise.
Contacts:
CECO Investor Relations Contacts:
Marcio Pinto
Vice President - Integration & Investor Relations
Investor.Relations@OneCECO.com
Steven Hooser and Jean Marie Young
Three Part Advisors, LLC
214-872-2710
Investor.Relations@OneCECO.com
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