BWX Technologies (NYSE: BWXT) CEO nets shares from RSU vesting

Rhea-AI Filing Summary

BWX Technologies, Inc. President and CEO Rex D. Geveden reported equity award activity and related tax withholding transactions. On February 27, 2026, he acquired 56,120 shares of common stock through exercises or conversions of restricted stock units and performance restricted stock units, and delivered 24,959 shares of common stock to cover tax obligations. On February 28, 2026, he acquired an additional 3,174 restricted stock units that converted into 3,174 shares of common stock, with 1,342 shares of common stock withheld for taxes. After these transactions, he directly held 212,491 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^*

Geveden Rex D

(Last) (First) (Middle)

800 MAIN STREET

4TH FLOOR

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

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		M		56,120	A	$0	235,618	D
Common Stock	02/27/2026		F		24,959	D	$207.24	210,659	D
Common Stock	02/28/2026		M		3,174	A	$0	213,833	D
Common Stock	02/28/2026		F		1,342	D	$205.89	212,491	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			4,169	(1)	(1)	Common Stock	4,169	$0	0	D
Restricted Stock Units	$0	02/27/2026		M			51,951	(2)	(2)	Common Stock	51,951	$0	0	D
Restricted Stock Units	$0	02/28/2026		M			3,174	(3)	(3)	Common Stock	3,174	$0	3,174	D

Explanation of Responses:

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

2. 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.

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

Remarks:

	/s/ Rex D. Geveden, 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).
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 insider transactions did BWXT CEO Rex Geveden report on this Form 4?

Rex Geveden reported equity award vesting and tax-withholding transactions. He exercised or converted restricted stock units and performance restricted stock units into common stock and delivered a portion of the resulting shares to satisfy tax obligations, with all positions reported as directly owned.

How many BWXT common shares did the CEO acquire through RSU and PRSU conversions?

He acquired 56,120 shares of common stock on February 27, 2026 and 3,174 shares on February 28, 2026 through exercises or conversions of restricted stock units and performance restricted stock units awarded under company equity compensation arrangements.

How many BWXT shares were used to cover taxes in the CEO’s Form 4 filing?

The filing shows tax-withholding dispositions coded “F” for 24,959 shares of common stock on February 27, 2026 and 1,342 shares on February 28, 2026, delivered to cover tax liabilities associated with the equity award exercises or conversions.

What is Rex Geveden’s BWX Technologies share ownership after these transactions?

After the reported transactions, Rex Geveden directly owned 212,491 shares of BWX Technologies common stock. This total reflects the net result of restricted stock unit and performance unit conversions along with shares withheld for tax obligations during the reported dates.

Were the BWXT CEO’s transactions open-market buys or equity award activity?

The transactions were equity award activity, not open-market purchases or sales. They involved exercises or conversions of restricted stock units and performance restricted stock units, with some common shares delivered to satisfy tax liabilities, as indicated by transaction codes “M” and “F.”