BorgWarner Inc. filings document the regulatory record of an automotive technology supplier with common stock listed on the New York Stock Exchange under BWA and 1.00% Senior Notes due 2031 listed under BWA31. Recent Form 8-K reports cover operating results, financial guidance, dividend declarations, shareholder returns, material events and Regulation FD disclosures tied to company press releases.
Proxy and governance filings describe board matters, executive compensation, shareholder voting matters and equity incentive plan authorizations. The filing record also includes disclosures on capital structure, registered securities, spin-off related matters, legal settlements and accounting items affecting BorgWarner's reported financial position.
BorgWarner director Sailaja Shankar reported stock-based awards rather than open-market trades. On April 29, 2026, she received a restricted stock award of 3,228 shares of BorgWarner common stock that will vest 100% on the first anniversary of the grant date.
She also acquired 83 additional shares through dividend reinvestments and related record adjustments. Following these compensation and reinvestment transactions, Shankar directly owns 17,897 shares of BorgWarner common stock.
BORGWARNER INC director Alexis P. Michas reported equity-based compensation, not an open-market trade. On April 29, 2026, he acquired 3,228 shares of common stock through a restricted stock award that will vest 100% on the first anniversary of the grant date. He also acquired an additional 83 shares tied to exempt adjustments and dividend reinvestments described in the footnotes. After these awards, he directly holds over 82,000 shares of BorgWarner common stock, indicating the transactions are routine compensation and reinvestment events rather than a change in market positioning.
BlackRock Portfolio Management LLC filed Amendment No. 2 to a Schedule 13G/A reporting beneficial ownership of 8,603,715 shares of BorgWarner Inc. (BWA), representing 4.2% of the class as shown on the cover page dated 03/31/2026. The filing lists 6,414,296 shares as sole voting power and 8,603,715 shares as sole dispositive power. The schedule states these holdings reflect securities held by reporting business units of BlackRock, Inc., per SEC Release No. 34-39538.
BorgWarner Inc. held its 2026 annual stockholder meeting and approved an amended and restated 2023 Stock Incentive Plan, adding 8.3 million shares of common stock reserved for issuance under the plan. Stockholders also elected eight directors and gave advisory approval to executive compensation and auditor selection.
Investors voted to ratify PricewaterhouseCoopers LLP as independent auditor for 2026 and approved the Amended and Restated 2023 Stock Incentive Plan, while a stockholder proposal on action by written consent did not pass. Separately, the Board declared a quarterly cash dividend of $0.17 per share, payable on June 15, 2026 to stockholders of record on June 1, 2026.
BorgWarner Inc ownership disclosure: Vanguard Capital Management reports beneficial ownership of 10,877,025 shares, representing 5.27% of BorgWarner common stock as of 03/31/2026. The filing shows sole voting power for 1,589,642 shares and sole dispositive power for 10,877,025 shares. The statement attributes holdings to Vanguard Capital Management and affiliated business divisions and was signed on 04/29/2026.
Vanguard Portfolio Management reported beneficial ownership of 13,596,054 shares of BorgWarner Inc. The filing states this represents 6.59% of the outstanding common stock as of 03/31/2026. Vanguard reports sole dispositive power over 13,596,054 shares and sole voting power for 77,570 shares. The Schedule 13G was signed on 04/29/2026 by Ashley Grim.
BorgWarner Inc ownership update: The Vanguard Group filed an amendment to report that it beneficially owns 0 shares of BorgWarner common stock, representing 0% of the class.
The filing explains an internal realignment at Vanguard on January 12, 2026 under SEC Release No. 34-39538, after which certain subsidiaries and business divisions will report beneficial ownership separately and Vanguard no longer is deemed to beneficially own securities held by those affiliates.
BorgWarner Inc. is asking stockholders to elect eight directors, approve executive pay on an advisory basis, ratify PwC as auditor, amend its 2023 stock incentive plan, and vote on a written-consent proposal that the Board recommends against.
In 2025 BorgWarner generated about $14.3 billion in sales and returned roughly $627 million via dividends and buybacks, including a 55% dividend increase from $0.11 to $0.17 per share. Management delivered BW Adjusted Operating Margin of 10.80% and BW Free Cash Flow of $1,208 million, above the top end of guidance, driving 2025 annual incentive payouts up to 175% of target and a 102% of target payout for 2023–2025 performance stock units.
The Board highlights that 7 of 8 nominees are independent, the chair and CEO roles are separated, all key committees are fully independent, and directors bring automotive, technology, cybersecurity, finance, and sustainability experience. BorgWarner also reports extensive governance engagement, reaching out to 34 major stockholders representing about 71% of outstanding shares and meeting with investors holding about 25% of shares.
BorgWarner EVP & Chief Strategy Officer Paul Arthur Farrell sold shares in an open-market transaction. On March 12, 2026, he sold 12,012 shares of BorgWarner common stock at a weighted average price of $52.31 per share, with actual prices ranging from $52.19 to $52.48. Following this sale, he directly owns 38,238 shares of BorgWarner common stock.