BorgWarner Insider Sale — 3,500 Shares Disposed by VP

Rhea-AI Filing Summary

BorgWarner insider Isabelle McKenzie reported a sale of 3,500 shares of BorgWarner Inc. (BWA) on 09/11/2025 at a weighted average price of $44.1806. After the transaction she is reported to beneficially own 46,755 shares.

The Form 4 identifies the reporting person as an officer (listed as Vice President) and shows the filing was signed by an attorney-in-fact, Miyuki P. Oshima, on 09/12/2025. The form notes the reported price is a weighted average of trades ranging from $44.1801 to $44.1850.

Positive

• Full disclosure of transaction details including date, number of shares, weighted average price, and post-transaction ownership
• Price range provided ($44.1801–$44.1850) increases transparency about execution prices

Negative

• Reported sale reduced beneficial ownership by 3,500 shares to 46,755 shares

Insights

Securities Analyst

TL;DR: Officer sold 3,500 BWA shares at ~$44.18, reducing reported holdings to 46,755 shares.

The sale is a routine Section 16 disclosure showing a modest disposition by an officer. The transaction size relative to total reported holdings is limited, indicating a non-material reduction in ownership based on the numbers provided. The weighted average price and range are disclosed, which supports transparency but provides no insights into motive or timing beyond the sale date. No derivative transactions or additional arrangements are reported.

Corporate Governance Expert

TL;DR: Form 4 properly discloses an officer's sale; signature executed by attorney-in-fact the next day.

The filing includes required details: transaction date, number of shares sold, weighted average price range, and post-transaction beneficial ownership. The use of an attorney-in-fact to sign the filing is documented, satisfying execution requirements. There are no indications in the form of related-party transactions, plans, or exemptions (e.g., Rule 10b5-1) disclosed here.

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^*

McKenzie Isabelle

(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)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025		S		3,500	D	$44.1806(1)	46,755	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 $44.1801 to $44.1850. 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 Isabelle McKenzie	09/12/2025
	** 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.

FAQ

What transaction did Isabelle McKenzie report on Form 4 for BWA?

The Form 4 reports a sale of 3,500 shares of BorgWarner Inc. (BWA) on 09/11/2025.

At what price were the BWA shares sold in the Form 4?

The reported weighted average sale price was $44.1806, with individual prices ranging from $44.1801 to $44.1850.

How many BWA shares does Isabelle McKenzie beneficially own after the reported sale?

After the transaction she is reported to beneficially own 46,755 shares.

What is the reporting person’s relationship to BorgWarner in this Form 4?

The form lists the reporting person as an officer with the title Vice President.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by attorney-in-fact Miyuki P. Oshima on 09/12/2025.