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 Inc. has a shareholder filing to sell 15,000 shares of common stock under Rule 144. The planned sale, through Charles Schwab & Co., Inc., has an aggregate market value of $935,402 and is expected to be executed on February 17, 2026 on the NYSE.
The shares to be sold come from equity compensation awards, including 2,342 shares from a restricted stock lapse on February 28, 2025 and 12,658 shares from a performance stock lapse on February 4, 2026. Shares outstanding were 207,048,768, providing context for the size of this planned sale.
BorgWarner Inc. executive Tonit M. Calaway reported an open-market sale of company stock. On February 13, 2026, Calaway sold 16,000 shares of BorgWarner common stock at a weighted average price of $65.0844 per share, in a series of trades priced between $64.87 and $65.25.
After this transaction, Calaway directly owned 240,251 BorgWarner shares. The filing notes that detailed trade-by-trade price information within the disclosed range is available from the company, from Calaway, or from the SEC staff upon request.
BorgWarner Inc. executive Tania Wingfield, EVP & CHRO, reported an open-market sale of company stock. On February 13, 2026, she sold 17,867 shares of BorgWarner common stock at a weighted average price of $63.4299 per share, with actual prices ranging from $63.3500 to $63.5500.
After this transaction, Wingfield directly owned 45,429 BorgWarner common shares. The sale was conducted as a single reported transaction using an average weighted price, and detailed trade breakdowns within the price range are available from the company or the SEC staff upon request.
BorgWarner Inc. vice president Isabelle McKenzie sold shares in the company. On February 13, 2026, she executed an open-market sale of 3,500 shares of BorgWarner common stock at a weighted average price of $63.2602 per share. After this transaction, she continued to hold 68,809 shares directly. The filing notes that the sale price represents a weighted average, with individual trade prices ranging from $63.2601 to $63.2610, and detailed trade-by-trade information is available on request.
BorgWarner Inc. has a holder planning to sell 17,867 shares of its common stock under Rule 144 through Charles Schwab & Co., Inc. on or around February 13, 2026 on the NYSE, with an aggregate market value of $1,133,301.00. Shares outstanding were 207,048,768 at the time referenced, which is a baseline ownership figure. The shares to be sold were acquired through equity compensation, including performance and restricted stock lapses in 2024, 2025, and 2026.
BorgWarner Inc. insider plans to sell up to 3,500 common shares under Rule 144. The planned sale, through Charles Schwab & Co., has an aggregate market value of $221,411 and is targeted around February 13, 2026 on the NYSE.
The 3,500 shares come from equity compensation, including 300 shares from a restricted stock lapse on February 28, 2025 and 3,200 shares from a performance stock lapse on February 4, 2026. BorgWarner had 207,048,768 common shares outstanding when this notice was prepared.
BorgWarner Inc. shareholder plans to sell common stock under Rule 144. The notice covers a proposed sale of 16,000 common shares through Charles Schwab & Co., Inc., with an aggregate market value of 1041350.00. The shares are part of a larger base of 207,048,768 shares outstanding.
The shares were acquired on 02/04/2026 via a performance stock lapse from BorgWarner Inc. as equity compensation, in the same 16,000-share amount. The filer indicates an approximate sale date of 02/13/2026 on the NYSE, subject to Rule 144 conditions and the representation that no undisclosed material adverse information is known.
BorgWarner Inc. has filed an automatic shelf registration statement on Form S-3 as a well-known seasoned issuer, allowing it to offer and sell various securities over time. The shelf covers debt securities, preferred stock, voting and non-voting common stock, depositary shares, warrants and units in one or more offerings.
Specific terms, pricing and structures for each issuance will be detailed in accompanying prospectus supplements. Unless otherwise described in a supplement, net proceeds may be used for general corporate purposes, including working capital, refinancing or repaying indebtedness, capital expenditures, acquisitions, investments and repurchases or redemptions of securities. BorgWarner’s common stock trades on the New York Stock Exchange under the symbol “BWA.”
BorgWarner Inc. reports 2025 net sales of $14.3 billion, roughly flat versus recent years, as it manages a mix of combustion, hybrid and electric vehicle technologies. The four reportable segments generated $5.8 billion from Turbos & Thermal Technologies, $5.7 billion from Drivetrain & Morse Systems, $2.3 billion from PowerDrive Systems and $0.6 billion from Battery & Charging Systems.
Revenue from eProducts rose to $2.6 billion, or 18% of total sales, while foundational combustion-related products delivered $11.7 billion, or 82%. BorgWarner is highly global, with 84% of sales outside the U.S. and about 21% of 2025 revenue from China. Customer concentration remains meaningful, with Volkswagen at 13% and Ford at 12% of sales, and the top ten customers representing 71%.
The company invested heavily in innovation, with gross R&D spending of $823 million and net R&D at $710 million, or 5.0% of sales. BorgWarner employs about 37,500 people and highlights safety performance with a TRIR of 0.36 and LTIR of 0.23, and 95% of manufacturing sites certified under ISO 45001. Management emphasizes a balanced strategy between EV growth and combustion products, ongoing portfolio reshaping including exiting the charging business, and detailed risk disclosures around EV adoption volatility, supply chain pressures, tariffs, cybersecurity and regulatory change.
BorgWarner reported modest 2025 growth but stronger profitability on an adjusted basis and set 2026 guidance. Full-year 2025 net sales were $14.3 billion, up 1.6%. U.S. GAAP operating margin was 3.7% after $624 million in impairments, while adjusted operating margin improved to 10.7%, up 60 basis points. Adjusted earnings were $4.91 per diluted share, about 14% higher, helped by higher adjusted operating income and over $500 million of share repurchases. Free cash flow reached $1.21 billion, up roughly 66%, and the company returned about $630 million to shareholders.
Fourth-quarter 2025 net sales rose 3.9% to $3.57 billion; adjusted earnings were $1.35 per share versus $1.01 a year earlier, although GAAP results showed a loss due to impairments. For 2026, BorgWarner guides net sales of $14.0–$14.3 billion, implying organic sales down 3.5% to 1.5%, with U.S. GAAP operating margin of 9.8–10.0% and adjusted earnings of $5.00–$5.20 per share. Management also highlighted a new turbine generator system supply agreement for AI-driven data centers, with production expected in early 2027 and estimated first-year sales of more than $300 million.