BorgWarner (NYSE: BWA) EVP sells 22,000 company shares

Rhea-AI Filing Summary

BORGWARNER INC (BWA) reported that executive officer Tonit M. Calaway, EVP, CAO, General Counsel and Secretary, sold 22,000 shares of common stock on 2026-08-24 in open-market transactions at a weighted average price of $66.2576 per share, with individual sale prices ranging from $65.86 to $66.65. Following these sales, Calaway directly holds 73,831 shares of BorgWarner common stock.

Insider Trade Summary

Net Seller: 22,000 shares

Net Sell 1 txn

Insider CALAWAY TONIT M

Role EVP, CAO, Gen Counsel & Sec

Sold 22,000 shs ($1.46M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	22,000	$66.2576	$1.46M

Holdings After Transaction: Common Stock — 73,831 shares (Direct)

Footnotes (1)

1. F1. The price in Column 4 is a weighted average price. The actual prices received ranged from $65.86 to $66.65. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.

Key Figures

Shares sold: 22,000 shares Weighted average sale price: $66.2576 per share Sale price range: $65.86–$66.65 per share +1 more

4 metrics

Shares sold 22,000 shares Common stock sold by Tonit M. Calaway on 2026-08-24

Weighted average sale price $66.2576 per share Average price for the 22,000 BWA shares sold

Sale price range $65.86–$66.65 per share Range of actual prices received in reported sales

Shares held after transaction 73,831 shares Direct holdings of Tonit M. Calaway following the sale

Key Terms

weighted average price, open market or private transaction, common stock

3 terms

weighted average price financial

"The price in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open market or private transaction market

"Sale in open market or private transaction"

common stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

What insider transaction did BWA disclose for Tonit M. Calaway?

BorgWarner disclosed that executive officer Tonit M. Calaway sold 22,000 shares of BorgWarner common stock on 2026-08-24 in open-market transactions.

At what price did Tonit M. Calaway sell BWA shares?

The reported weighted average sale price was $66.2576 per share, with actual prices received ranging from $65.86 to $66.65 across the individual transactions.

How many BorgWarner (BWA) shares does Tonit M. Calaway hold after the sale?

After the reported sale, Tonit M. Calaway directly holds 73,831 shares of BorgWarner common stock.

What role does Tonit M. Calaway hold at BorgWarner (BWA)?

Tonit M. Calaway is an officer of BorgWarner, serving as EVP, CAO, General Counsel & Secretary.

Were the BWA insider sales reported as a weighted average price?

Yes. The filing states the sale price as a weighted average price of $66.2576 per share, with individual trades executed between $65.86 and $66.65.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/25/2026 - 03:05 PM Accepted by SEC EDGAR 08/25/2026 - 03:04 PM Learn about SEC filing dates

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^*

CALAWAY TONIT M

(Last) (First) (Middle)

3850 HAMLIN ROAD

(Street)

AUBURN HILLS MICHIGAN 48326

(City) (State) (Zip)

UNITED STATES

(Country)

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, CAO, Gen Counsel & Sec

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/24/2026		S		22,000	D	$66.2576(1)	73,831	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. The price in Column 4 is a weighted average price. The actual prices received ranged from $65.86 to $66.65. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing an average weighted price.

	Miyuki P. Oshima as attorney-in-fact for Tonit M. Calaway	08/25/2026
	** 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.
* Form 4: SEC 1474 (03-26)