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Babcock & Wilcox (BW) director settles RSUs for taxes and receives new grant

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

Rhea-AI Filing Summary

Babcock & Wilcox Enterprises, Inc. director Rebecca L. Stahl reported compensation-related equity moves. She exercised 85,000 restricted stock units into common stock and the company settled 46,750 common shares with her at $21.22 per share to facilitate tax payments. After these transactions she directly holds 184,013 common shares and 8,725 restricted stock units, with the new units vesting on May 15, 2027 or the next annual meeting, whichever is earlier.

Positive

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Negative

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Insider Stahl Rebecca L
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 — 230,763 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.
Issuer disposition shares 46,750 shares at $21.22 Common stock settled in cash to facilitate tax payments
RSUs exercised 85,000 restricted stock units Converted into common stock on May 15, 2026
Shares held after transactions 184,013 common shares Direct ownership following reported issuer disposition
New RSU grant 8,725 restricted stock units Award under 2021 Long-Term Incentive Plan
Vesting date for new RSUs May 15, 2027 Or date of next annual meeting, whichever is earlier
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 that vested"
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""
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
Long-Term Incentive Plan financial
"Pursuant to Babcock & Wilcox Enterprises, Inc. Amended and Restated 2021 Long-Term Incentive Plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
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*
Stahl Rebecca L
(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$21.22230,763D
Common Stock05/15/2026D46,750(1)D$21.22184,013D
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 Rebecca L. Stahl05/19/2026
** 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 BW director Rebecca L. Stahl report?

Rebecca L. Stahl exercised restricted stock units and had shares settled for taxes. She converted 85,000 restricted stock units into common stock and 46,750 common shares were settled in cash by the company to facilitate her tax payments, according to the reported data and footnotes.

Did Rebecca L. Stahl sell Babcock & Wilcox (BW) shares in the market?

The filing does not show an open-market sale of BW shares. It reports a disposition to the issuer, where 46,750 common shares were settled in cash by the company to cover tax obligations tied to vested restricted stock units, rather than a market trade.

How many Babcock & Wilcox shares does Rebecca L. Stahl hold after the Form 4?

After the reported transactions, Stahl directly holds 184,013 common shares. This total reflects the net position following the exercise of 85,000 restricted stock units and the cash settlement of 46,750 common shares to facilitate tax payments, as disclosed in the filing.

What new equity award did Rebecca L. Stahl receive from Babcock & Wilcox?

Stahl received 8,725 restricted stock units as a new equity grant. These units were awarded under the company’s Amended and Restated 2021 Long-Term Incentive Plan and represent a contingent right to receive the same number of common shares, subject to vesting conditions.

When do Rebecca L. Stahl’s new Babcock & Wilcox restricted stock units vest?

The newly granted 8,725 restricted stock units vest on May 15, 2027. Vesting can also occur earlier on the date of the next annual meeting, whichever occurs first, as specified in the award’s vesting terms described in the footnotes.

How were taxes handled on Rebecca L. Stahl’s vested restricted stock units at BW?

A portion of her vested restricted stock units was settled in cash to cover taxes. The company settled 46,750 common shares in cash, pursuant to the award terms, specifically to facilitate Stahl’s tax payments associated with the vesting event.