BorgWarner (NYSE: BWA) awards 2,440 restricted shares to VP

Rhea-AI Filing Summary

BorgWarner Inc. reported that VP & Chief Accounting Officer Amy B. Kulikowski received a grant of 2,440 shares of common stock as restricted stock on February 3, 2026. The award was granted for no cash consideration and increased her beneficial ownership to 15,217 common shares, held directly.

The restricted shares will vest over time, with 50% scheduled to vest on February 28, 2028 and 100% vesting on February 28, 2029, reflecting a typical long-term equity incentive structure for a senior finance executive.

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

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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^*

Kulikowski Amy B.

(Last) (First) (Middle)

3850 HAMLIN ROAD

(Street)

AUBURN HILLS MI 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)
	VP & Chief Accounting Officer

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/03/2026		A		2,440(1)	A	$0.0000(2)	15,217	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

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 Amy B. Kulikowski	02/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did BorgWarner (BWA) report for Amy B. Kulikowski?

BorgWarner reported that VP & Chief Accounting Officer Amy B. Kulikowski received a grant of 2,440 shares of restricted common stock on February 3, 2026. This equity award was granted for no cash consideration and is structured to vest over multiple future dates.

How many BorgWarner (BWA) shares does Amy B. Kulikowski own after this Form 4 transaction?

After the reported restricted stock grant, Amy B. Kulikowski beneficially owns 15,217 shares of BorgWarner common stock. These shares are held directly in her name, according to the filing, and the new 2,440-share restricted award is included in this total ownership figure.

What are the vesting terms of the 2,440 restricted BorgWarner (BWA) shares?

The 2,440 restricted shares granted to Amy B. Kulikowski vest in stages, with 50% scheduled to vest on February 28, 2028 and the award becoming fully vested on February 28, 2029. This creates a long-term incentive tied to her continued service at BorgWarner.

Did Amy B. Kulikowski pay for the restricted BorgWarner (BWA) stock grant?

The filing states that the restricted stock was granted for no consideration, meaning Amy B. Kulikowski did not pay cash to receive the 2,440-share award. It represents a component of her compensation as VP & Chief Accounting Officer at BorgWarner.

What position does Amy B. Kulikowski hold at BorgWarner (BWA) in this Form 4?

In the reported transaction, Amy B. Kulikowski is identified as an officer of BorgWarner, serving as VP & Chief Accounting Officer. The restricted stock grant reflects equity-based compensation associated with this senior finance leadership role at the company.