[8-K] Babcock & Wilcox Enterprises, Inc. Reports Material Event

Rhea-AI Filing Summary

Babcock & Wilcox Enterprises (BW) announced it raised $67.5 million through its at-the-market (ATM) equity offering pursuant to its sales agreement with B. Riley Securities and Lake Street Capital Markets. The company noted that approximately $50 million came from a single fundamental global institutional investor.

The disclosure was furnished under Item 7.01 (Regulation FD) and includes a press release as Exhibit 99.1. Information furnished under Item 7.01 is not deemed filed under the Exchange Act. No additional terms were provided in this excerpt beyond the aggregate amount raised and the ATM agents.

Insights

Capital markets analyst

BW reports cash raised of $67.5 million via ATM.

Babcock & Wilcox disclosed proceeds of $67.5 million from its ATM program, with about $50 million sourced from one fundamental global institutional investor. ATM programs allow shares to be sold into the market over time through designated agents.

The filing lists B. Riley Securities and Lake Street Capital Markets as agents. Because this is an Item 7.01 furnishing, it is not deemed filed. The net effect is cash in; specific use of proceeds details are not included in this excerpt.

The announcement is dated November 7, 2025. Any additional mechanics (prices, share counts, timing) would typically appear in the accompanying press release or subsequent filings.

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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): November 7, 2025

BABCOCK & WILCOX ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-36876		47-2783641
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1200 EAST MARKET STREET,  SUITE 650 AKRON, OHIO		44305
(Address of principal executive offices)		(Zip Code)

Registrant’s Telephone Number, including Area Code: (330) 753-4511

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, $0.01 par value per share		BW		New York Stock Exchange
8.125% Senior Notes due 2026		BWSN		New York Stock Exchange
6.50% Senior Notes due 2026		BWNB		New York Stock Exchange
7.75% Series A Cumulative Perpetual Preferred Stock		BW PRA		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 7.01 Regulation FD Disclosure.

On November 7, 2025, Babcock & Wilcox Enterprises, Inc. issued a press release announcing that it had raised $67.5 million, including approximately $50 million from a single fundamental global institutional investor, through its at-the-market (“ATM”) offering pursuant to its sales agreement with B. Riley Securities, Inc. and Lake Street Capital Markets, LLC. A copy of the press release is attached hereto and the information contained in Exhibit 99.1 is incorporated herein by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Forward-Looking Statements

The press release furnished as Exhibit 99.1 to this Current Report on Form 8-K contains forward-looking statements, including, without limitation, statements relating to the use of proceeds of funds raised through our ATM program. These forward-looking statements are based on management’s current expectations and involve a number of risks and uncertainties. For a more complete discussion of these risk factors, see our filings with the Securities and Exchange Commission, including our most recent annual report on Form 10-K and quarterly reports on Form 10-Q. If one or more of these risks or other risks materialize, actual results may vary materially from those expressed. We caution readers not to place undue reliance on these forward-looking statements, which speak only as of the date of this report, and we undertake no obligation to update or revise any forward-looking statement, except to the extent required by applicable law.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release dated November 7, 2025
104		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 thereunto duly authorized.

	BABCOCK & WILCOX ENTERPRISES, INC.
November 7, 2025	By:	/s/ John J. Dziewisz
		John J. Dziewisz
		Executive Vice President, General Counsel and Corporate Secretary

FAQ

What did BW announce in its 8-K?

BW disclosed it raised $67.5 million through its at-the-market offering.

How much of BW's raise came from a single investor?

Approximately $50 million was from a single fundamental global institutional investor.

Which firms acted as agents for BW's ATM program?

B. Riley Securities, Inc. and Lake Street Capital Markets, LLC.

Under which item was the information provided?

It was furnished under Item 7.01 (Regulation FD Disclosure) and is not deemed filed.

What exhibit accompanied BW's disclosure?

Exhibit 99.1, a press release dated November 7, 2025.

What securities are listed for BW on the NYSE?

Common stock (BW), 8.125% Senior Notes 2026 (BWSN), 6.50% Senior Notes 2026 (BWNB), and 7.75% Series A Preferred (BW PRA).