BorgWarner (NYSE: BWA) Form 144: Director-linked sale of 16,000 shares

Rhea-AI Filing Summary

BorgWarner Inc. reported a Form 144 notice for proposed sales of common stock linked to equity compensation events. The filing shows a sale of 16,000 shares by Tonit M. Calaway on 02/13/2026 with an aggregate value of $1,041,350.00. The excerpt also references a performance stock lapse dated 02/04/2026 and a brokerage account at Charles Schwab & Co., Inc..

Insights

Equity Compensation Specialist

Form 144 shows an insider-linked sale tied to equity compensation lapse and a subsequent sale.

The filing lists a 16,000-share sale by Tonit M. Calaway on 02/13/2026 valued at $1,041,350.00. The record includes a performance stock lapse dated 02/04/2026, suggesting vested or terminated awards provided shares available for disposition.

Cash-flow treatment and whether proceeds go to the issuer or selling holder are not specified in the excerpt; subsequent filings or transaction confirmations would show settlement details and any broker-dealer routing through Charles Schwab & Co., Inc..

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Charles Schwab & Co., Inc. 3000 Schwab Way Westlake TX 76262	9725	608914.00	207048768	02/18/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/04/2026	Performance Stock Lapse	BORG WARNER INC			9725	02/04/2026	Equity Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
TONIT M CALAWAY 3850 HAMLIN RD. AUBURN HILLS MI 48326	BORGWARNER INC	02/13/2026	16000	1041350.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does BorgWarner's Form 144 show about insider sales?

The Form 144 shows a proposed sale of 16,000 shares by Tonit M. Calaway on 02/13/2026, with an aggregate value of $1,041,350.00. It ties the shares to equity compensation activity including a 02/04/2026 performance stock lapse.

Who is the selling party listed on the BWA Form 144?

The selling party is listed as Tonit M. Calaway with an address in Auburn Hills, Michigan. The excerpt records the sale date as 02/13/2026 and the broker as Charles Schwab & Co., Inc..

How many shares and what value are proposed for sale in BWA's filing?

The filing shows a proposed disposition of 16,000 shares with an aggregate sale value of $1,041,350.00 associated with the transaction dated 02/13/2026 and linked to equity compensation events.

Does the Form 144 state why the shares became sellable?

The excerpt references a performance stock lapse dated 02/04/2026, indicating awards converted to stock status. The filing does not provide further detail on vesting conditions or restrictions in the provided text.

Which broker-dealer is named in the BorgWarner Form 144?

The broker-dealer shown is Charles Schwab & Co., Inc. at 3000 Schwab Way, Westlake, TX. The broker is listed in the securities-to-be-sold section of the excerpt.