Bowman Consulting Group Ltd. filings document the public-company record for a national engineering services and program management firm whose common stock trades on the Nasdaq Global Market under BWMN. Form 8-K reports include results of operations and financial condition, material definitive agreements, credit agreement amendments and executive compensation or leadership-related governance matters.
Bowman proxy materials cover annual meeting proposals, board matters, stockholder voting procedures and compensation disclosures. The filing record also documents capital structure details, including common stock terms, subsidiary guarantor arrangements under credit facilities, and governance controls relevant to its professional services, infrastructure, geospatial and environmental consulting operations.
Bowman Consulting Group Ltd. (BWMN) stockholders approved the merger agreement with 13,983,871 votes for, 8,934 against and 15,435 abstentions. The merger proposal received approval by holders of a majority of the outstanding shares entitled to vote. A total of 14,008,240 shares were represented, approximately 84% of the 16,591,912 shares outstanding and entitled to vote as of October 1, 2026.
Completion remains subject to satisfaction or waiver of the remaining customary closing conditions. Under the agreement, Prive Merger Sub, Inc. will merge into Bowman, which will survive as a wholly owned subsidiary of Prive Parent, Inc. Stockholders also approved the adjournment proposal, but the meeting was not adjourned because the merger proposal passed.
Bowman Consulting Group Ltd. (BWMN) supplemented its definitive proxy statement for the proposed merger in which Prive Merger Sub, Inc. would merge into Bowman, leaving Bowman as a wholly owned subsidiary of Prive Parent, Inc., subject to the merger agreement’s conditions. Stockholders are scheduled to consider merger-related proposals at a virtual special meeting on November 4, 2026. The added BofA Securities analysis reports mean and median selected-transaction multiples of 13.5x and applies multiples of 10.5x to 13.5x to Bowman’s Adjusted EBITDA of $79 million for the 12 months ended June 30, 2026.
The supplemental analysis also describes discounted cash flow assumptions, including discount rates of 10.0% to 12.0% and approximately 17.666 million to 17.848 million fully diluted shares. It adds analyst price targets of $38.00 to $58.00 per share as of August 7, 2026, with present values of $33.63 to $51.33 per share. Bowman also disclosed that, as of October 27, 2026, it had received several demand letters and two merger-related lawsuits had been filed in New York County; the lawsuits seek to enjoin completion until additional disclosures are made or, alternatively, rescission or damages.
Bowman Consulting Group Ltd. CFO Bruce J. Labovitz reported a transfer of 240,480 common shares to Labo Family LLC on October 21, 2026. After the transfer, 151,011 shares were reported as held directly by Labovitz and 240,480 shares as held indirectly through the LLC. The footnote describes the LLC as a family investment vehicle and says Labovitz exercises voting and investment control for it. No Rule 10b5-1 plan is reported.
Bowman Consulting Group Ltd. (BWMN) is the subject of an amended ownership report by its Chief Executive Officer, Gary Bowman, and Bowman Family Asset Management, LLC (BFAM). The reporting persons stated aggregate beneficial ownership of 12.4%, based on 16,591,912 common shares outstanding as of October 1, 2026. Gary Bowman reported 2,051,683 shares beneficially owned, and BFAM reported 1,270,735; Bowman disclaimed beneficial ownership of BFAM-held shares except to the extent of any pecuniary interest.
On September 15, 2026, Gary Bowman and BFAM gave 87,000 and 58,000 shares, respectively, as bona fide gifts to a charitable donor-advised fund, for no consideration. On September 23, they sold 37,500 and 22,500 shares, respectively, at $42.553 per share under a Rule 10b5-1 trading plan adopted June 6, 2025; that plan terminated September 25, 2026. Separately, under the merger agreement, subject to its terms and conditions, Merger Sub will merge into the company, which will survive as a wholly owned subsidiary of Prive Parent, Inc. At the merger’s effective time, each outstanding share other than certain excluded shares will convert into the right to receive $43.00 in cash, without interest and subject to applicable withholding taxes. Gary Bowman and BFAM also agreed, subject to the support agreement’s terms, to vote their shares in favor of the merger agreement and against certain competing transactions.
Bowman Consulting Group Ltd. (BWMN) agreed to merge with Prive Merger Sub, Inc., a wholly owned subsidiary of Prive Parent, Inc.; if completed, eligible common stockholders will receive $43.00 in cash per share, without interest and subject to applicable tax withholding. Treasury shares and shares owned by the buyer parties will be cancelled without payment. If the merger closes, shares for which holders properly exercise appraisal rights are eligible for appraised value instead of the cash price. The $43.00 price represents an approximately 58% premium to BWMN’s $27.23 closing price on August 7, 2026. If completed, Bowman will survive as a wholly owned subsidiary of Parent, and its common stock will be delisted from Nasdaq.
Stockholders are scheduled to vote on the merger and an adjournment proposal at a virtual special meeting on November 4, 2026. Merger approval requires affirmative votes from holders of a majority of outstanding shares entitled to vote; the board unanimously recommends voting for both proposals. As of October 1, 2026, 16,591,912 common shares were issued and outstanding and entitled to vote. The FTC granted early termination of the HSR Act waiting period on September 21, 2026, and the merger is expected to close in the fourth quarter of 2026, subject to the agreement’s closing conditions. The Buyer Parties’ obligations are not conditioned on receipt of financing.
Bowman Consulting Group Ltd. (BWMN) agreed on August 10, 2026, to a merger with Prive Parent, Inc. and its wholly owned subsidiary, Prive Merger Sub, Inc., which are affiliated with Bernhard Capital Partners. If completed, Merger Sub would merge into Bowman, which would survive as a wholly owned subsidiary of Parent. Holders would receive $43.00 in cash per share, without interest and subject to tax withholding, except treasury shares and shares owned by the Buyer Parties or their subsidiaries, which would be cancelled without payment, and shares for which appraisal rights are properly exercised. The price is approximately 58% above the August 7, 2026 closing price of $27.23.
Stockholders are being asked to approve the merger and an adjournment proposal. Merger approval requires affirmative votes from holders of a majority of the outstanding shares entitled to vote; the board unanimously recommends voting for both proposals. The FTC granted early termination of the HSR Act waiting period on September 21, 2026, and the merger is expected to close in the fourth quarter of 2026, subject to stockholder approval and other closing conditions. The Buyer Parties’ obligations are not conditioned on receiving financing. Gary Bowman, the Company’s Chief Executive Officer, and Bruce Labovitz, its Chief Financial Officer and Treasurer, agreed to vote shares representing approximately 15.3% of outstanding voting power in favor of the merger.
Bowman Consulting Group Ltd. (BWMN) Chief Executive Officer Gary Bowman sold 37,500 shares directly, while Family LLC sold 22,500 shares indirectly, on September 23, 2026, at $42.5530 per share. The reported resulting positions were 780,948 shares held directly and 1,272,838 shares held through Family LLC. Both sales were under a Rule 10b5-1 trading plan adopted June 6, 2025. The plan provides for sales from September 2025 through September 2026, up to 112,500 shares for Mr. Bowman and up to 67,500 shares for Bowman Family Asset Management LLC.
Bowman Consulting Group Ltd. (BWMN) officer Gary Bowman filed a notice listing 22,500 common shares for proposed sale, with Merrill Lynch named as broker. The approximate sale date is September 23, 2026, and the stated aggregate market value is $957,464.89. The remarks say Gary P. Bowman owns shares personally and through Bowman Family Assets Management LLC, with sales reported for both entities; they give a plan adoption date of June 6, 2025.
Bowman Consulting Group Ltd. (BWMN) lists officer Gary Bowman in a notice reporting an intended sale of 37,500 common shares with an aggregate market value of $1,595,774.81. Merrill Lynch is named as broker, September 23, 2026, as the approximate sale date, and NASDAQ as the exchange. The remarks state that Gary P. Bowman owns shares personally and through Bowman Family Assets Management LLC and that sales for both entities were reported. A separate entry lists 69,652 common shares as stock compensation, dated May 13, 2024.
Bowman Consulting Group Ltd. (BWMN) director, chief executive officer and ten percent owner Gary Bowman reported two bona fide gifts of common stock on September 15, 2026, totaling 145,000 shares to a charitable donor-advised fund, with no Rule 10b5-1 trading plan reported.
One gift transferred 87,000 shares held directly, leaving 818,448 shares directly held, and another transferred 58,000 shares held indirectly through a Family LLC, leaving 1,295,338 shares indirectly held.