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  4. [Form 4] Babcock & Wilcox Enterprises, Inc. Insider Trading Activity

BW director (NYSE: BW) exercises RSUs, settles tax and receives new grant

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Babcock & Wilcox Enterprises director Joseph A. Tato reported compensation-related equity activity. On May 15, 2026, he exercised 85,000 restricted stock units into common stock at a reported value of $21.22 per share. To facilitate tax payments, 46,750 shares were settled back to the company in cash under the award terms, rather than sold on the open market. Following these transactions, he directly held 254,088 common shares. He also received a new grant of 8,725 restricted stock units under the Amended and Restated 2021 Long-Term Incentive Plan, each representing one share of common stock, vesting by May 15, 2027 or the next annual meeting, whichever is earlier.

Positive

  • None.

Negative

  • None.
Insider Tato Joseph A
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 8,725 $0.00 --
Exercise Restricted Stock Units 85,000 $0.00 --
Exercise Common Stock 85,000 $21.22 $1.80M
Disposition Common Stock 46,750 $21.22 $992K
Holdings After Transaction: Restricted Stock Units — 8,725 shares (Direct, null); Common Stock — 254,088 shares (Direct, null)
Footnotes (1)
  1. Represents the settlement in cash, pursuant to the applicable award terms, by BW of a portion of the restricted stock units that vested to facilitate tax payments by the reporting person. Pursuant to Babcock & Wilcox Enterprises, Inc. Amended and Restated 2021 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock. Vests May 15, 2027 or date of next Annual Meeting, whichever is earlier. Vests May 15, 2026 or date of next Annual Meeting, whichever is earlier.
Shares settled to issuer 46,750 shares Disposition to issuer at $21.22 per share to facilitate tax payments
Reported share value $21.22 per share Value used for May 15, 2026 Form 4 transactions
RSUs exercised 85,000 units Restricted Stock Units converted into common stock on May 15, 2026
New RSU grant 8,725 units Award under Amended and Restated 2021 Long-Term Incentive Plan
Common shares held after 254,088 shares Direct ownership following the reported Form 4 transactions
Restricted Stock Units financial
"Represents the settlement in cash, pursuant to the applicable award terms, by BW of a portion of the restricted stock units..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
Amended and Restated 2021 Long-Term Incentive Plan financial
"Pursuant to Babcock & Wilcox Enterprises, Inc. Amended and Restated 2021 Long-Term Incentive Plan..."
vests financial
"Vests May 15, 2027 or date of next Annual Meeting, whichever is earlier."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Tato Joseph A
(Last)(First)(Middle)
1200 EAST MARKET STREET
(Street)
AKRON OHIO 44305
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Babcock & Wilcox Enterprises, Inc. [ BW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/15/2026M85,000A$21.22254,088D
Common Stock05/15/2026D46,750(1)D$21.22207,338D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)05/15/2026A8,725 (3) (3)Common Stock8,725$08,725D
Restricted Stock Units(2)05/15/2026M85,000 (4) (4)Common Stock85,000$00D
Explanation of Responses:
1. Represents the settlement in cash, pursuant to the applicable award terms, by BW of a portion of the restricted stock units that vested to facilitate tax payments by the reporting person.
2. Pursuant to Babcock & Wilcox Enterprises, Inc. Amended and Restated 2021 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock.
3. Vests May 15, 2027 or date of next Annual Meeting, whichever is earlier.
4. Vests May 15, 2026 or date of next Annual Meeting, whichever is earlier.
/s/ John J. Dziewisz, attorney-in-fact for Joseph A. Tato05/19/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Joseph A. Tato report for BW on this Form 4?

Joseph A. Tato exercised 85,000 restricted stock units into common stock and had 46,750 shares settled back to Babcock & Wilcox in cash to cover taxes. He also received a new grant of 8,725 restricted stock units representing future rights to common shares.

How many Babcock & Wilcox (BW) shares does Joseph A. Tato hold after these transactions?

After the reported transactions, Joseph A. Tato directly holds 254,088 shares of Babcock & Wilcox common stock. This reflects the exercise of 85,000 restricted stock units and the disposition of 46,750 shares back to the issuer to facilitate tax-related payments under award terms.

Was Joseph A. Tato’s disposition of BW shares an open-market sale?

The disposition of 46,750 BW shares was reported as a transaction with the issuer, not an open-market sale. Footnotes explain it represents a cash settlement of vested restricted stock units by the company to facilitate tax payments owed by the reporting person under the award terms.

What new restricted stock units did Joseph A. Tato receive from Babcock & Wilcox (BW)?

He received 8,725 new restricted stock units under Babcock & Wilcox’s Amended and Restated 2021 Long-Term Incentive Plan. Each unit represents a contingent right to one common share and is scheduled to vest on May 15, 2027 or the next annual meeting date, whichever occurs earlier.

When do Joseph A. Tato’s BW restricted stock units vest?

The newly granted 8,725 restricted stock units vest on May 15, 2027 or the date of the next annual meeting, whichever is earlier. Footnotes also reference vesting of prior awards on May 15, 2026 under the company’s Amended and Restated 2021 Long-Term Incentive Plan.