BWX Technologies (BWXT) officer exercises RSUs, uses shares to cover taxes

Rhea-AI Filing Summary

BWX Technologies VP & Chief Accounting Officer Kevin James Gorman reported equity transactions involving restricted stock units and common shares. He exercised or converted 150 restricted stock units, resulting in the acquisition of 150 common shares at a price of $0.00 per share. On the same date, he disposed of 50 common shares at $208.27 per share to satisfy tax obligations related to the award, leaving him with 123 common shares held directly after these transactions. The related restricted stock units vest in three equal annual installments beginning on February 26, 2026, providing a scheduled path for future share delivery.

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)
02/26/2026

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	02/26/2026		M		150	A	$0	173	D
Common Stock	02/26/2026		F		50	D	$208.27	123	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	02/26/2026		M			150	(1)	(1)	Common Stock	150	$0	300	D

Explanation of Responses:

1. RSUs vest in three equal annual installments beginning February 26, 2026.

Remarks:

	/s/ Kevin J. Gorman by Theresa B. Taylor, attorney-in-fact	03/02/2026
	** 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 executive Kevin James Gorman report on this Form 4?

Kevin James Gorman reported exercising or converting 150 restricted stock units into 150 shares of BWX Technologies common stock and disposing of 50 common shares to cover tax obligations, leaving him with 123 common shares held directly after the transactions.

How many BWX Technologies shares did Kevin James Gorman acquire in the latest filing?

He acquired 150 BWX Technologies common shares through the exercise or conversion of 150 restricted stock units at a reported price of $0.00 per share, increasing his directly held common stock position before the tax-related share disposition recorded the same day.

Why did Kevin James Gorman dispose of 50 BWXT common shares in this Form 4?

The 50-share disposition is coded as a tax-withholding transaction, meaning shares were delivered to satisfy tax obligations arising from the equity award. This is not an open-market sale but a mechanism to cover required tax liabilities tied to the restricted stock units.

What is Kevin James Gorman’s BWX Technologies share ownership after these transactions?

Following the February 26, 2026 transactions, Kevin James Gorman directly holds 123 shares of BWX Technologies common stock. This figure reflects the 150 shares acquired from restricted stock units minus the 50 shares disposed of to cover taxes on the award.

How do the restricted stock units for BWXT’s Kevin James Gorman vest over time?

The restricted stock units referenced in the filing vest in three equal annual installments beginning February 26, 2026. This schedule means additional shares are expected to be delivered to him annually over three years, subject to the award’s ongoing terms and conditions.

What do the transaction codes M and F indicate in Kevin James Gorman’s BWXT Form 4?

Code M indicates the exercise or conversion of a derivative security, here restricted stock units converting into common shares. Code F indicates a disposition of shares to pay the exercise price or satisfy tax liabilities, describing the 50-share transfer used to cover tax obligations.