BorgWarner (NYSE: BWA) awards 7,070 restricted shares to EVP

Rhea-AI Filing Summary

BorgWarner Inc. executive vice president and chief strategy officer Paul Arthur Farrell reported an equity award of company stock. On February 3, 2026, he received 7,070 shares of BorgWarner common stock as a restricted stock award granted for no cash consideration.

The restricted shares vest over time, with 50% scheduled to vest on February 28, 2028 and the remainder vesting on February 28, 2029. After this grant, Farrell directly beneficially owned 45,076 shares of BorgWarner common stock.

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
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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^*

Farrell Paul Arthur

(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)
	EVP & Chief Strategy 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		7,070(1)	A	$0.0000(2)	45,076	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 Paul Arthur Farrell	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).
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FAQ

What insider transaction did BorgWarner (BWA) report for Paul Arthur Farrell?

BorgWarner reported that EVP & Chief Strategy Officer Paul Arthur Farrell received a restricted stock award of 7,070 shares of BorgWarner common stock on February 3, 2026, increasing his directly held stake to 45,076 shares.

How many BorgWarner (BWA) shares did Paul Arthur Farrell receive in this Form 4 filing?

The Form 4 shows that 7,070 shares of BorgWarner common stock were awarded to EVP & Chief Strategy Officer Paul Arthur Farrell as a restricted stock grant dated February 3, 2026, with the shares added to his direct beneficial ownership.

What is the vesting schedule for Paul Arthur Farrell’s restricted BorgWarner (BWA) shares?

The restricted stock award vests in two stages. 50% of the 7,070 shares will vest on February 28, 2028, and the award becomes fully vested, or 100% vested, on February 28, 2029, assuming vesting conditions are met.

Did Paul Arthur Farrell pay anything for the 7,070 BorgWarner (BWA) shares reported?

No cash was paid for this grant. The Form 4 states that the restricted stock was granted for no consideration, and the reported transaction price per share is listed as $0.0000, reflecting a compensatory equity award rather than an open-market purchase.

How many BorgWarner (BWA) shares does Paul Arthur Farrell own after this restricted stock grant?

Following the restricted stock award, Paul Arthur Farrell is reported as directly beneficially owning 45,076 shares of BorgWarner common stock. This total includes the newly granted 7,070 restricted shares subject to the specified vesting schedule extending through February 28, 2029.

What role does Paul Arthur Farrell hold at BorgWarner (BWA) in this Form 4 filing?

In this filing, Paul Arthur Farrell is identified as an officer of BorgWarner, serving as EVP & Chief Strategy Officer. The transaction reflects equity-based compensation associated with his executive role rather than a purchase or sale on the open market.