BlackRock Portfolio Management (BWA) discloses 7% BorgWarner ownership

Rhea-AI Filing Summary

BlackRock Portfolio Management LLC has filed Amendment No. 1 to its Schedule 13G for BorgWarner Inc., reporting beneficial ownership of 14,956,313 shares of BorgWarner common stock, representing 7.0% of the class as of the event date. The firm has sole power to vote 11,430,878 shares and sole power to dispose of 14,956,313 shares, with no shared voting or dispositive power. The filing explains that the reported holdings reflect securities beneficially owned by certain BlackRock business units, and that various underlying investors have rights to dividends or sale proceeds, but no single investor holds more than five percent of BorgWarner’s outstanding common shares. BlackRock certifies that the position is held in the ordinary course of business and not for the purpose of changing or influencing control of BorgWarner.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

BORGWARNER INC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

099724106

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 099724106

1

Names of Reporting Persons

BlackRock Portfolio Management LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 11,430,878.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 14,956,313.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

14,956,313.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.0 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BORGWARNER INC
(b)	Address of issuer's principal executive offices: 3850 HAMLIN RD., AUBURN HILLS, MICHIGAN, 48326
Item 2.
(a)	Name of person filing: BlackRock Portfolio Management LLC In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by certain business units (collectively, the "Reporting Business Units") of BlackRock, Inc. and its subsidiaries and affiliates. It does not include securities, if any, beneficially owned by other business units whose beneficial ownership of securities are disaggregated from that of the Reporting Business Units in accordance with such release.
(b)	Address or principal business office or, if none, residence: BlackRock Portfolio Management LLC, 50 Hudson Yards New York, NY 10001
(c)	Citizenship: See Item 4 of Cover Page
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 099724106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 14,956,313
(b)	Percent of class: 7.0%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 11,430,878
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 14,956,313
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the common stock of BORGWARNER INC. No one person's interest in the common stock of BORGWARNER INC is more than five percent of the total outstanding common shares.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BlackRock Portfolio Management LLC

Signature:	Spencer Fleming
Name/Title:	Managing Director
Date:	01/21/2026

Exhibit Information

Exhibit 24: Power of Attorney Exhibit 99: Item 7

FAQ

How much of BorgWarner Inc. (BWA) does BlackRock Portfolio Management LLC report owning?

BlackRock Portfolio Management LLC reports beneficial ownership of 14,956,313 shares of BorgWarner Inc. common stock, representing 7.0% of the outstanding class.

What voting and dispositive power does BlackRock report over BorgWarner (BWA) shares?

BlackRock Portfolio Management LLC reports sole voting power over 11,430,878 shares and sole dispositive power over 14,956,313 shares, with no shared voting or dispositive power.

Is BlackRock’s BorgWarner (BWA) stake intended to influence control of the company?

The certification states the BorgWarner securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.

Who is the reporting person in this Schedule 13G/A for BorgWarner (BWA)?

The reporting person is BlackRock Portfolio Management LLC, a Delaware entity, reporting on securities beneficially owned by certain business units of BlackRock, Inc. and its subsidiaries and affiliates.

Do any single underlying investors hold more than 5% of BorgWarner (BWA) through BlackRock?

The filing notes that various persons have rights to dividends or sale proceeds, but no one person’s interest exceeds five percent of BorgWarner’s total outstanding common shares.

What is the date of the ownership event reported in this BorgWarner (BWA) Schedule 13G/A amendment?

The date of the event requiring the filing of this Schedule 13G/A Amendment No. 1 is 12/31/2025.

Who signed the BorgWarner (BWA) Schedule 13G/A on behalf of BlackRock Portfolio Management LLC?

The statement was signed by Spencer Fleming, Managing Director, on 01/21/2026, certifying that the information is true, complete, and correct.