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Bowman Consulting director's 7,428 shares canceled

The merger canceled the shares for cash consideration, and the reported direct position afterward was zero.

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Form Type
4

Rhea-AI Filing Summary

Bowman Consulting Group Ltd. director Virginia Lee Grebbien disposed of 7,428 common shares on November 6, 2026, in the merger. Each share was canceled for the right to receive $43.00 in cash, without interest and subject to applicable tax withholding. Her reported direct holdings after the transaction were 0 shares.

Insider Grebbien Virginia Lee
Role Director
Type Security Shares Price Value
Disposition Common Stock F1, F2 7,428 -- --
Holdings After Transaction: Common Stock — 0 shares (Direct)
Holdings Before and After: Common Stock, 7,428 to 0 shares (Direct)
Footnotes (2)
  1. F1. Pursuant to the Agreement and Plan of Merger, dated as of August 10, 2026 (the "Merger Agreement"), by and among Bowman Consulting Group Ltd. (the "Company"), Prive Parent, Inc. ("Parent"), and Prive Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of Parent, on November 6, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and each share of Company common stock, par value $0.01 per share (each, a "Share"), outstanding immediately prior to the effective time of the Merger (the "Effective Time") (other than certain excluded Shares) was automatically canceled and converted into the right to receive $43.00 in cash, without interest and subject to any applicable tax withholding (the "Merger Consideration").
  2. F2. Immediately prior to the Effective Time, each outstanding Company restricted stock award (each, an "RSA") granted to the Reporting Person became fully vested and free of restrictions and were subsequently canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive, in respect of each Share subject to such RSA, the Merger Consideration in cash, without interest.
Common shares disposed 7,428 shares November 6, 2026 merger transaction
Merger consideration $43.00 per share Cash, without interest and subject to applicable tax withholding
Direct shares following transaction 0 shares Reported holdings after the transaction
Merger Consideration financial
"the "Merger Consideration" in cash"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
restricted stock award financial
"each outstanding Company restricted stock award"
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
Effective Time technical
"immediately prior to the Effective Time"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BWMN shares did director Virginia Lee Grebbien dispose of?

Virginia Lee Grebbien disposed of 7,428 common shares on November 6, 2026, in the merger. Her reported direct holdings afterward were 0 shares.

What happened to Virginia Lee Grebbien’s restricted stock award in the BWMN merger?

Immediately before the merger’s effective time, Grebbien’s outstanding restricted stock award became fully vested and free of restrictions, then was canceled and converted into the right to receive $43.00 in cash per share, without interest.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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
X
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*
Grebbien Virginia Lee

(Last)(First)(Middle)
12355 SUNRISE VALLEY DRIVE
SUITE 520

(Street)
RESTON VIRGINIA 20191

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Bowman Consulting Group Ltd. [ BWMN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock11/06/2026D7,428D(1)(2)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger, dated as of August 10, 2026 (the "Merger Agreement"), by and among Bowman Consulting Group Ltd. (the "Company"), Prive Parent, Inc. ("Parent"), and Prive Merger Sub, Inc. ("Merger Sub"), a wholly owned subsidiary of Parent, on November 6, 2026, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation, and each share of Company common stock, par value $0.01 per share (each, a "Share"), outstanding immediately prior to the effective time of the Merger (the "Effective Time") (other than certain excluded Shares) was automatically canceled and converted into the right to receive $43.00 in cash, without interest and subject to any applicable tax withholding (the "Merger Consideration").
2. Immediately prior to the Effective Time, each outstanding Company restricted stock award (each, an "RSA") granted to the Reporting Person became fully vested and free of restrictions and were subsequently canceled and converted, in accordance with the terms of the Merger Agreement, into the right to receive, in respect of each Share subject to such RSA, the Merger Consideration in cash, without interest.
/s/ Virginia Grebbien by Robert Hickey with Power of Attorney11/06/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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