BWXT Insider Filing: Piasecki Records Dividend-Equivalent Rights on RSUs

Rhea-AI Filing Summary

Nicole W. Piasecki, a director of BWX Technologies, Inc. (BWXT), reported a Form 4 filing related to dividend equivalent rights on restricted stock units. The Form 4 shows a transaction dated 09/05/2025 in which dividend equivalent rights (DERs) were recorded as acquired (code A) representing 5.74 underlying shares of common stock at a $0 price. The filing states these DERs accrued on three restricted stock unit grants for which the reporting person elected to defer receipt; each RSU and DER is a contingent right to receive one share and the DERs will be delivered proportionately with the related RSUs. The report indicates 36.53 shares of common stock beneficially owned following the transaction. The Form 4 is signed by an attorney-in-fact on behalf of Ms. Piasecki on 09/08/2025.

Positive

• Clear disclosure of dividend equivalent rights accrual and mechanics linking DERs to RSUs
• Post-transaction beneficial ownership is reported (36.53 shares), improving transparency
• Transaction recorded at $0, consistent with non-cash dividend-equivalent treatment

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director reported deferred dividend-equivalent rights tied to RSUs; clear disclosure of contingent share delivery and post-transaction holdings.

The filing documents a routine Section 16 disclosure: dividend equivalent rights accrued on three RSU grants were recorded on 09/05/2025 with an indicated amount of 5.74 underlying shares and a post-transaction beneficial ownership of 36.53 shares. The report clarifies these DERs are contingent and will be delivered proportionately with the RSUs per the deferral election, and the transaction price is reported as $0, consistent with typical dividend-equivalent accounting. The signature by an attorney-in-fact is included and dated 09/08/2025.

Securities Compliance Analyst

TL;DR: Disclosure appears complete for an insider DER accrual; no new cash consideration and explicit mechanics are provided.

The Form 4 entries record an acquisition code with zero price, indicating these are non-cash dividend-equivalent rights tied to previously granted RSUs. The filer identifies relationship to issuer as a director and provides address and filing details. The form lists the amount of DERs (5.74) and resulting beneficial ownership (36.53), and includes an explanatory note on proportional delivery with RSUs, which helps satisfy Section 16 transparency requirements.

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

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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^*

PIASECKI NICOLE WEYERHAEUSER

(Last) (First) (Middle)

800 MAIN STREET

(Street)

LYNCHBURG VA 24504

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BWX Technologies, Inc. [ BWXT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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
Dividend Equivalent Rights	(1)	09/05/2025		A		5.74		(1)	(1)	Common Stock	5.74	$0	36.53	D

Explanation of Responses:

1. The dividend equivalent rights accrued on three restricted stock unit grants of which the reporting person has elected to defer receipt of the shares underlying the RSUs. Each RSU and DER represent a contingent right to receive one share of BWXT common stock. In accordance with the deferral election, the DERs will be delivered to the reporting person proportionately with the RSUs to which they relate.

Remarks:

	/s/ Nicole W. Piasecki, by Theresa B. Taylor, attorney-in-fact	09/08/2025
	** 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.

FAQ

What transaction did BWXT director Nicole W. Piasecki report on Form 4 (BWXT)?

The Form 4 reports accrual and acquisition of dividend equivalent rights (DERs) related to three RSU grants with a transaction date of 09/05/2025.

How many shares do the reported dividend equivalent rights represent?

The filing shows an indicated amount of 5.74 underlying shares related to the DERs and a post-transaction beneficial ownership of 36.53 shares.

Was there any cash price paid for the transaction reported on Form 4?

The Form 4 lists the price as $0, reflecting that these are non-cash dividend-equivalent rights.

How will the DERs be delivered to the reporting person?

The filing states the DERs were accrued on RSUs for which the reporting person elected deferral; DERs will be delivered proportionately with the RSUs to which they relate.

When was the Form 4 signed and filed on behalf of Nicole W. Piasecki?

The signature block shows the Form 4 was signed by an attorney-in-fact on behalf of Nicole W. Piasecki on 09/08/2025.

What is Nicole W. Piasecki’s relationship to BWXT as stated on the form?

The Form 4 identifies the reporting person as a Director of BWX Technologies, Inc.