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

Filing Impact
(Moderate)
Filing Sentiment
(Positive)
Form Type
4
Rhea-AI Filing Summary

Babcock & Wilcox Enterprises (BW)85,000 shares of common stock at $6.08 per share through the exercise of restricted stock units (transaction code M). These RSUs were granted under the company’s Amended and Restated 2021 Long-Term Incentive Plan and represented a contingent right to receive one share of common stock per unit.

The RSUs were originally scheduled to vest on May 15, 2026 or on the date of the next annual meeting, whichever occurred earlier, but their vesting was accelerated to 11/21/2025. After this transaction, the director beneficially owns 488,187 shares of BW common stock directly, and holds no remaining derivative securities from this RSU grant.

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SEC Form 4
FORM 4 UNITED 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*
Bartoli Henry E

(Last) (First) (Middle)
1200 EAST MARKET STREET

(Street)
AKRON OH 44305

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Babcock & Wilcox Enterprises, Inc. [ BW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 11/21/2025 M 85,000 A $6.08 488,187 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 11/21/2025 M 85,000 (2) (2) Common Stock 85,000 $0 0 D
Explanation of Responses:
1. 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.
2. Restricted Stock Units (RSUs) originally scheduled to vest May 15, 2026 or date of the next Annual Meeting, whichever is earlier. These RSUs were accelerated to vest today.
/s/ John J. Dziewisz, attorney-in-fact for Henry E. Bartoli 11/21/2025
** Signature of Reporting Person Date
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.

FAQ

What insider transaction did BW report in this Form 4 filing?

The filing reports that a director of Babcock & Wilcox Enterprises (BW) acquired 85,000 shares of common stock on 11/21/2025 through the exercise of restricted stock units.

How many Babcock & Wilcox (BW) shares did the director acquire and at what price?

The director acquired 85,000 BW common shares at a reported price of $6.08 per share in connection with the RSU conversion.

What plan governed the RSUs in this BW Form 4 filing?

The restricted stock units were granted under the Babcock & Wilcox Enterprises, Inc. Amended and Restated 2021 Long-Term Incentive Plan and each RSU entitled the holder to one share of common stock.

Why did the BW restricted stock units vest on 11/21/2025?

The RSUs were originally scheduled to vest on May 15, 2026 or the date of the next annual meeting, whichever came first, but the vesting was accelerated to 11/21/2025.

How many BW shares does the director own after this RSU transaction?

Following the transaction, the director beneficially owns 488,187 shares of BW common stock directly, with 0 derivative securities remaining from this RSU grant.

What is the relationship of the reporting person to Babcock & Wilcox (BW)?

The reporting person in this Form 4 is identified as a director of Babcock & Wilcox Enterprises, Inc.

Babcock & Wilcox Enterprises I

NYSE:BW

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BW Stock Data

675.49M
104.98M
6%
60.96%
2.09%
Specialty Industrial Machinery
Heating Equipment, Except Electric & Warm Air Furnaces
Link
United States
AKRON