Equity awards and tax share withholding for BWX Technologies (BWXT)

Rhea-AI Filing Summary

BWX Technologies, Inc. vice president and chief accounting officer Kevin James Gorman reported several equity-award related transactions. On February 27, 2026, he acquired 1,742 shares of common stock through a grant or award and related conversions of restricted stock units and performance restricted stock units that vested for a performance period ending December 31, 2025. That same day, 521 shares of common stock were disposed of at $207.2400 per share to cover tax obligations by delivering shares. On February 28, 2026, additional restricted stock units converted into 159 shares of common stock, while 45 shares were similarly withheld at $205.9800 per share for taxes. After these transactions, he directly owned 1,458 shares of common stock.

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

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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^*

Gorman Kevin James

(Last) (First) (Middle)

11525 N. COMMUNITY HOUSE ROAD

SUITE 600

(Street)

CHARLOTTE NC 28277

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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
Common Stock	02/27/2026		A		1,742	A	$0	1,865	D
Common Stock	02/27/2026		F		521	D	$207.24	1,344	D
Common Stock	02/28/2026		M		159	A	$0	1,503	D
Common Stock	02/28/2026		F		45	D	$205.98	1,458	D

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
Restricted Stock Units	$0	02/27/2026		M			259	(1)	(1)	Common Stock	259	$0	0	D
Restricted Stock Units	$0	02/28/2026		M			159	(2)	(2)	Common Stock	159	$0	159	D
Restricted Stock Units	$0	02/27/2026		M			1,483	(3)	(3)	Common Stock	1,483	$0	0	D

Explanation of Responses:

1. RSUs vest in three equal annual installments beginning February 27, 2024.

2. RSUs vest in three equal annual installments beginning February 28, 2025.

3. Represents performance restricted stock units ("PRSU") awarded on February 27, 2026 for the performance period January 1, 2023 through December 31, 2025 for which performance goals have been achieved and certified on February 18, 2026. Each PRSU represents the right to one share of the issuer's common stock. The PRSUs vested on February 27, 2026.

Remarks:

	/s/ Kevin J. Gorman by Theresa B. Taylor, attorney-in-fact	03/03/2026
	** 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).
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FAQ

What insider transactions did Kevin James Gorman report for BWXT?

Kevin James Gorman reported equity-award related activity, including RSU and performance RSU conversions into common stock and a grant of 1,742 shares. He also reported share dispositions used to satisfy tax withholding obligations tied to these awards on February 27 and 28, 2026.

Did the BWXT insider Form 4 show open-market stock sales by Kevin James Gorman?

The Form 4 did not show open-market sales. Dispositions were coded "F," indicating shares were delivered to cover exercise price or tax liabilities. These transactions represent tax-withholding dispositions associated with equity awards rather than discretionary sales into the market.

How many BWXT common shares did Kevin James Gorman acquire through awards?

He acquired 1,742 shares of BWX Technologies common stock as a grant or award, along with additional shares from restricted stock unit conversions. These shares stem from vesting equity incentives, including performance restricted stock units for a 2023–2025 performance period.

What were the tax-withholding share dispositions reported for BWXT stock?

Two tax-withholding dispositions were reported: 521 shares of BWX Technologies common stock at $207.2400 per share on February 27, 2026, and 45 shares at $205.9800 per share on February 28, 2026. Both were coded "F" for payment of tax liabilities by delivering shares.

How many BWXT shares did Kevin James Gorman own after these Form 4 transactions?

After the reported transactions, Kevin James Gorman directly owned 1,458 shares of BWX Technologies common stock. This ending balance reflects the combination of equity award grants and conversions, offset by shares withheld to satisfy tax obligations related to those awards.

What do the performance restricted stock units (PRSUs) in the BWXT filing represent?

The performance restricted stock units represent awards covering the January 1, 2023 to December 31, 2025 performance period. Performance goals were achieved and certified on February 18, 2026, and each vested PRSU converted into one share of BWX Technologies common stock on February 27, 2026.