Bowman Consulting director disposes of 22,220 direct shares

Each share was canceled in the merger and converted into a right to receive $43.00 in cash, subject to applicable tax withholding.

Available on EDGAR 11/06/2026 - 04:21 PM EST Accepted by SEC EDGAR 11/06/2026 - 04:21 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Bowman Consulting Group Ltd. director Raymond Vicks Jr. reported dispositions to the issuer of 22,220 directly held common shares and 1,000 shares held as custodian for his granddaughter on November 6, 2026. In the merger, each share was canceled and converted into the right to receive $43.00 in cash, without interest and subject to applicable tax withholding. His restricted stock awards vested immediately before the merger’s effective time. Both reported positions were 0 shares after the transactions.

Insider Trade Summary

Disposition: 23,220 shares

Disposition 2 txns

Insider Vicks Raymond Jr.

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2	22,220	--	--
Disposition	Common Stock F1, F3	1,000	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, As Custodian)

Holdings Before and After: Common Stock, 22,220 to 0 shares (Direct); Common Stock, 1,000 to 0 shares (Indirect, As Custodian)

Footnotes (3)

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
3. F3. The Shares are held for the granddaughter of the Reporting Person, through a custodial account established pursuant to the Uniform Transfer to Minors Act for which the Reporting Person serves as custodian

Key Figures

Directly held common shares disposed: 22,220 shares Custodial shares disposed: 1,000 shares Merger consideration: $43.00 per share +2 more

5 metrics

Directly held common shares disposed 22,220 shares November 6, 2026

Custodial shares disposed 1,000 shares Held for the reporting person’s granddaughter; November 6, 2026

Merger consideration $43.00 per share Cash, without interest and subject to applicable tax withholding

Direct shares following transaction 0 shares Reported after the November 6, 2026 transaction

Custodial shares following transaction 0 shares Reported after the November 6, 2026 transaction

Key Terms

Merger Consideration, restricted stock award, Uniform Transfer to Minors Act

3 terms

Merger Consideration financial

"the right to receive 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.

Uniform Transfer to Minors Act regulatory

"custodial account established pursuant to the Uniform Transfer to Minors Act"

FAQ

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

How many BWMN shares did director Raymond Vicks Jr. dispose of?

Raymond Vicks Jr. reported a disposition of 22,220 directly held common shares and a separate disposition of 1,000 shares held for his granddaughter in a custodial account on November 6, 2026. The reported post-transaction holdings for both entries were zero.

What was the merger consideration for BWMN shares?

Each share was canceled and converted into the right to receive $43.00 in cash, without interest and subject to applicable tax withholding.

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

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SEC Form 4

FORM 4

UNITED 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^*

Vicks Raymond Jr.

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/06/2026		D		22,220	D	(1)(2)	0	D
Common Stock	11/06/2026		D		1,000	D	(1)(3)	0	I	As Custodian(3)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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

3. The Shares are held for the granddaughter of the Reporting Person, through a custodial account established pursuant to the Uniform Transfer to Minors Act for which the Reporting Person serves as custodian

	/s/ Raymond Vicks by Robert A. Hickey with Power of Attorney	11/06/2026
	** Signature of Reporting Person	Date
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)