Thomas W. Powell Amends Stake in Powell Industries

TL;DR

**Thomas W. Powell just filed an SC 13D/A, updating his significant stake in Powell Industries.**

AI Summary

Thomas W. Powell filed an SC 13D/A (Amendment No. 1) on February 14, 2024, updating his beneficial ownership in Powell Industries, Inc. This amendment pertains to the company's Common Stock, which has a $0.01 par value and CUSIP number 739128106. The filing indicates a change or update to information previously reported by Mr. Powell regarding his significant stake in the Houston-based company.

Why It Matters

An SC 13D/A filing signals a significant shareholder, Thomas W. Powell, has updated their position or intentions regarding Powell Industries, Inc., which can influence investor perception and stock performance.

Risk Assessment

Risk Level: medium — SC 13D/A filings indicate a significant shareholder's updated position, which can sometimes signal activist intent or a change in control, introducing potential volatility.

Key Numbers

• $0.01 — Par Value (Par value of Powell Industries, Inc. Common Stock)
• 739128106 — CUSIP Number (CUSIP for Powell Industries, Inc. Common Stock)
• February 14, 2024 — Event Date (Date requiring the filing of this statement)
• 713-819-5274 — Phone Number (Contact number for Thomas W. Powell)

Key Players & Entities

• Thomas W. Powell (person) — Filer of SC 13D/A
• Powell Industries, Inc. (company) — Subject Company
• United States Securities and Exchange Commission (company) — Regulatory body
• Giddings, Texas (location) — Filer's mailing address
• Houston, Texas (location) — Subject company's business address

FAQ

Key Financial Figures

• $0.01 — Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securiti
• $90.405 — ple transactions at prices ranging from $90.405 to $91.395, inclusive. TWP Holdings
• $91 — tions at prices ranging from $90.405 to $91.395, inclusive. TWP Holdings 12/19/2
• $95.735 — ple transactions at prices ranging from $95.735 to $96.245, inclusive. TWP Holdings
• $96 — tions at prices ranging from $95.735 to $96.245, inclusive. TWP Holdings 12/19/2
• $96.30 — ple transactions at prices ranging from $96.30 to $97.24, inclusive. TWP Holdings 1
• $97 — ctions at prices ranging from $96.30 to $97.24, inclusive. TWP Holdings 12/20/20
• $94.21 — ple transactions at prices ranging from $94.21 to $95.17 per share, inclusive. TWP H
• $95.17 — ctions at prices ranging from $94.21 to $95.17 per share, inclusive. TWP Holdings 1
• $95.25 — ple transactions at prices ranging from $95.25 to $95.6975 per share, inclusive. Tho
• $95.6975 — ctions at prices ranging from $95.25 to $95.6975 per share, inclusive. Thomas Powell
• $149.9 — ple transactions at prices ranging from $149.9 to $150.725, inclusive. Thomas Powell
• $150 — ctions at prices ranging from $149.9 to $150.725, inclusive. Thomas Powell 2/12/2
• $151.0 — ple transactions at prices ranging from $151.0 to $151.80, inclusive. Thomas Powell
• $151 — ctions at prices ranging from $151.0 to $151.80, inclusive. Thomas Powell 2/12/20

Filing Documents

• tm245985d1_sc13da.htm (SC 13D/A) — 63KB
• 0001104659-24-023655.txt ( ) — 65KB

Security and Issuer

Item 1. Security and Issuer. This Amendment No. 1 to the Schedule 13D filed on July 2, 2003 (the “Statement”) relates to shares of common stock, par value $0.01 per share (“Common Stock”), of Powell Industries, Inc., a Delaware corporation (the “Company”). The principal executive offices of the Company are located at 8550 Mosley Road, Houston, Texas 77075.

Identity and Background

Item 2. Identity and Background. (a) This Amendment No. 1 is filed by Thomas W. Powell. (b) The business address of Mr. Powell is P.O. Box 300, Giddings, Texas 78942. (c) Mr. Powell retired from the Board of Directors of the Company at the end of his term on February 16, 2022 and does not presently have a principal occupation. (d) Mr. Powell has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Mr. Powell has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining further violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Mr. Powell is a United

Source and Amount of Funds

Item 3. Source and Amount of Funds or Other Consideration. Mr. Powell acquired beneficial in the Company’s employee benefit plans and participation in estate planning transactions involving his family members.

Purpose of Transaction

Item 4. Purpose of Transaction. The securities covered by this Amendment No. 1 were acquired for investment purposes. Mr. Powell does not have any present plans or proposals that relate to or that would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D. Mr. Powell retains the right to change his investment intent and may, from time to time, acquire additional shares of Common Stock or other securities of the Company, or sell or otherwise dispose of (or enter into plans or arrangements to sell or otherwise dispose of), all or part of the shares of Common Stock or other securities of the Company, if any, beneficially owned by Mr. Powell, in any manner permitted by law.

Interest in Securities of the

Item 5. Interest in Securities of the Issuer. (a) – (b) The aggregate number and percentage of the outstanding shares of Common Stock beneficially owned by Mr. Powell are as follows: Aggregate amount beneficially owned: 2,454,277 (1) Percent of class: 20.5 % (2) Number of shares as to which Mr. Powell has: Sole power to vote or direct the vote: 2,449,777 (1) Shared power to vote or direct the vote: 4,500 (3) Sole power to dispose or direct the disposition of: 2,449,777 (1) Shared power to dispose or direct the disposition of: 4,500 (3) (1) Represents (i) 711,149 shares of Common Stock of the Company held directly by Mr. Powell and (ii) 1,738,628 shares of Common Stock held by TWP Holdings, Ltd., a limited partnership controlled by Mr. Powell. (2) Based on 11,967,718 shares of Common Stock outstanding on January 29, 2024, as reported in the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on January 31, 2024. (3) Represents 4,500 shares of Common Stock held by Kimberly R. Powell, spouse of Mr. Powell. (c) Annex A hereof sets forth the transactions by Mr. Powell in the securities of the Company during the past sixty days. (d) Members of Mr. Powell’s immediate family may be deemed to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock held by TWP Holdings, Ltd. (e) Not applicable.

Contracts, Arrangements, Understandings

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Not applicable.

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. Not applicable.

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 14, 2024 /s/ Thomas W. Powell Thomas W. Powell Annex A Name Transaction Date Amount of Securities Acquired (Disposed) Price per Share Transaction Type Notes TWP Holdings 12/18/2023 (5,000 ) $ 90.9239 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $90.405 to $91.395, inclusive. TWP Holdings 12/19/2023 (2,136 ) $ 96.0537 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $95.735 to $96.245, inclusive. TWP Holdings 12/19/2023 (2,864 ) $ 96.5877 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $96.30 to $97.24, inclusive. TWP Holdings 12/20/2023 (3,270 ) $ 94.7692 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $94.21 to $95.17 per share, inclusive. TWP Holdings 12/20/2023 (1,730 ) $ 95.5575 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $95.25 to $95.6975 per share, inclusive. Thomas Powell 1/3/2024 (4,000 ) $ - Gift Gift to Mr. Powell's spouse, Kimberly R. Powell. Thomas Powell 1/3/2024 4,000 $ - Gift Gift to Mr. Powell's spouse, Kimberly R. Powell. Mr. Powell may be deemed to beneficially own such shares. Thomas Powell 2/12/2024 (2,600 ) $ 150.1967 Open Market Sale Reported price is weighted average price. These shares were sold in multiple transactions at prices ranging from $149.9 to $150.725, inclusive. Thomas Powell 2/12/2024 (1,380 ) $ 151.4994 Open Market Sale Reported price is weighted average price.

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View this SC 13D/A filing on SEC EDGAR