{"url_path":"/sec/pesi/8-k/2026-05-18/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/891532/0001493152-26-024026-index.html","accession_number":"0001493152-26-024026","cik":"0000891532","ticker":"PESI","issuer_name":"PERMA FIX ENVIRONMENTAL SERVICES INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/891532/0001493152-26-024026-index.html","primary_entity_key":"0000891532","primary_entity_name":"PERMA FIX ENVIRONMENTAL SERVICES INC"},"word_count":563,"has_tables":true,"body_markdown":"**Item\n1.01 – Entry into a Material Definitive Agreement.**\n\n \n\n**Underwriting\nAgreement**\n\n \n\nOn\nMay 14, 2026, Perma-Fix Environmental Services, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting\nAgreement”) with Craig-Hallum Capital Group LLC (the “Underwriter”). Pursuant to the terms of the Underwriting Agreement,\nthe Company agreed to sell, and the Underwriter agreed to purchase, in a firm commitment underwritten public offering (the “Offering”),\nsubject to and on the conditions set forth therein, 2,285,714 shares of the Company’s common stock, $0.001 par value per share\n(the “Common Stock”), at a price to the public of $8.75 per share. The Company also granted the Underwriter a 30-day over-allotment\noption to purchase up to an additional 342,857 shares of the Company’s Common Stock on the same terms and conditions (such over-allotment\nshares, together with the 2,285,714 shares initially being purchased by the Underwriter pursuant to the Underwriting Agreement, are collectively\nthe “Offering Shares”). The over-allotment option was exercised in its entirety on May 15, 2026. The Offering is expected\nto close on or about May 18, 2026, subject to the satisfaction of customary closing conditions.\n\n \n\nAfter\ndeducting underwriting discounts and commissions and estimated offering expenses payable by the Company, the Company expects the net\nproceeds of the offering, including exercise in full of the over-allotment option, to be approximately $21,094.997.\n\n \n\nThe\nCompany currently plans to use the net proceeds from the Offering primarily to fund (i) costs relating to Direct-Feed Low-Activity Waste\nand grouting upgrades at the Company’s Perma-Fix Northwest Richland facility, (ii) continued research and development and business\ndevelopment relating to the Company’s patent-pending Perma-FAS process for the destruction of PFAS, as well as the cost to complete\nthe installation of the Company’s Perma-FAS Gen 2.0 commercial treatment unit; (iii) ongoing facility cap-ex and maintenance costs;\nand (iv) general corporate and working capital purposes.\n\n \n\nThe\nUnderwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing,\nindemnification obligations of the Company, including for liabilities arising under the Securities Act of 1933, as amended, other obligations\nof the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were\nmade only for the purposes of such agreement and as of the specific dates, were solely for the benefit of the parties to such agreement\nand may be subject to limitations agreed upon by the contracting parties.\n\n \n\nThe\noffer and sale of the Offering Shares was made pursuant to the Company’s effective Registration Statement on Form S-3 (Registration\nNo. 333-283555), filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) on December 2,\n2024, including the base prospectus contained therein, a related preliminary prospectus supplement, dated May 14, 2026, and a final prospectus\nsupplement, dated May 14, 2026, filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as\namended.\n\n \n\nThe\nforegoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the full text of\nthe Underwriting Agreement, which is filed as Exhibit 1.1 to this Form 8-K and is incorporated herein by reference. In connection with\nthe filing of the prospectus supplement for the Offering, the Company is filing a legal opinion of its counsel regarding the validity\nof the securities being issued in the Offering, a copy of which is attached as Exhibit 5.1 to this Current Report."}