Form 8-K/A Orion Group Holdings For: Jul 28

​

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

​

FORM 8-K/A

Amendment No. 1

​

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

​

Date of Report (Date of earliest event reported): July 28, 2026

​

ORION GROUP HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

​

​

2940 Riverby Road, Suite 400

Houston, Texas 77020

(Address of principal executive offices)

​

(713) 852-6500

(Registrant's telephone number, including area code)

​

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)

​

​

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

​

​

​

​

​

Explanatory Note

This Amendment No. 1 to the Current Report on Form 8-K filed on July 29, 2026 (the “Original Form 8-K”) is being filed solely to update slide 17 of the pipeline presentation. The timing categories on that slide have been revised from “2H2026,” “1H2027” and “Beyond” to “2H2026,” “FY2027” and “Beyond.” This revision is intended solely to align the presentation with calendar-year periods. Except as described herein, no other material changes have been made to the Original Form 8-K.

Item 7.01 Regulation FD Disclosure.

On July 29, 2026, the Company posted the second quarter 2026 investor presentation to its website. The presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. All information included in the presentation is presented as of the dates indicated, and the Company does not assume any obligation to correct or update such information in the future. In addition, the Company disclaims any inferences regarding the materiality of such information that may arise as a result of it furnishing such information under Item 7.01 of this Current Report on Form 8-K.

​

The information contained in this Item 7.01, including Exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

​

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

​

​

​

EXHIBIT INDEX

​

​

​

SIGNATURE

​

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.

​

​

​

​

​

​

​

​

​

​

​

​

​