What did BorgWarner (BWA) disclose about Stefan Demmerle’s share grant?

BorgWarner reported that vice president Stefan Demmerle received 22,610 shares of common stock as a restricted stock award on February 3, 2026. The Form 4 shows this was an equity grant, not a market purchase, and increased his directly held beneficial ownership.

BorgWarner VP granted 22,610 restricted shares

BorgWarner Inc. vice president Stefan Demmerle received a grant of 22,610 shares of common stock as restricted stock on February 3, 2026.

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Form Type

Rhea-AI Filing Summary

BorgWarner Inc. vice president Stefan Demmerle received a grant of 22,610 shares of common stock as restricted stock on February 3, 2026. The award was granted for no cash consideration. The shares vest 50% on February 28, 2028 and 100% on February 28, 2029.

Following this award, Demmerle directly beneficially owns 223,953.69 shares of BorgWarner common stock, as reported in the filing.

Insider Trade Summary

Grant/Award: 22,610 shares

Grant/Award 1 txn

Insider Demmerle Stefan

Role Vice President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	22,610	$0.00	$0.00

Holdings After Transaction: Common Stock — 223,953.69 shares (Direct)

Footnotes (2)

F1. Represents restricted stock award granted on 2/3/2026; shares will vest 50% on February 28, 2028 and 100% on February 28, 2029.
F2. The restricted stock was granted for no consideration.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BorgWarner (BWA) shares does Stefan Demmerle now own?

After the February 3, 2026 restricted stock award, Stefan Demmerle beneficially owns 223,953.69 shares of BorgWarner common stock. This figure reflects his direct holdings as reported in the Form 4, including the newly granted 22,610 restricted shares.

What are the vesting terms of Stefan Demmerle’s BorgWarner restricted stock?

The 22,610 restricted BorgWarner shares granted to Stefan Demmerle vest over time. According to the filing, 50% of the award vests on February 28, 2028, and the remaining 100% vests on February 28, 2029, subject to the award’s standard conditions.

Did Stefan Demmerle pay cash for his new BorgWarner (BWA) shares?

No, the filing states that the restricted stock was granted for no consideration. This means Stefan Demmerle did not pay cash for the 22,610 BorgWarner shares; they were issued as part of his compensation package rather than through an open-market purchase.

What transaction code is used for Stefan Demmerle’s BorgWarner stock award?

The Form 4 uses transaction code “A” for Stefan Demmerle’s grant of 22,610 BorgWarner common shares. Code “A” indicates an acquisition, in this case a restricted stock award granted as compensation rather than a purchase on the open market.

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Accepted by SEC EDGAR 02/05/2026 - 09:50 PM

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^*

Demmerle Stefan

(Last)

(First)

(Middle)

3850 HAMLIN ROAD

(Street)

AUBURN HILLS

48326

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BORGWARNER INC [ BWA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/03/2026		A		22,610⁽¹⁾	A	$0.0000⁽²⁾	223,953.69	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents restricted stock award granted on 2/3/2026; shares will vest 50% on February 28, 2028 and 100% on February 28, 2029.

2. The restricted stock was granted for no consideration.

	Miyuki P. Oshima as attorney-in-fact for Stefan Demmerle	02/05/2026
	** 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.

Source: View Original Filing on SEC EDGAR