BWX Technologies (BWXT) director files Form 4 for 12.23 dividend equivalent rights

Rhea-AI Filing Summary

BWX Technologies director reports new dividend equivalent rights in a Form 4 insider transaction. On 12/10/2025, the reporting person acquired 12.23 dividend equivalent rights related to existing restricted stock unit (RSU) grants, each representing the right to receive one share of BWX Technologies common stock. The filing states that the director has elected to defer receipt of the shares underlying the RSUs, and the dividend equivalent rights will be delivered proportionately with the related RSUs. Following this transaction, the director beneficially owns 312.23 dividend equivalent rights on a direct basis.

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^*

Richardson John M

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

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)	12/10/2025		A		12.23		(1)	(1)	Common Stock	12.23	$0	312.23	D

Explanation of Responses:

1. The dividend equivalent rights accrued on four 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/ John M. Richardson, by Theresa B. Taylor, attorney-in-fact	12/12/2025
	** 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 insider transaction did BWX Technologies (BWXT) report in this Form 4?

The filing reports that a BWX Technologies director acquired 12.23 dividend equivalent rights on 12/10/2025, tied to existing restricted stock unit grants.

What do the dividend equivalent rights reported by BWXT represent?

Each dividend equivalent right (DER) represents a contingent right to receive one share of BWX Technologies common stock, mirroring the related restricted stock units.

How many dividend equivalent rights does the BWXT director own after this transaction?

After the reported acquisition, the director beneficially owns 312.23 dividend equivalent rights, held in a direct ownership form.

Why did the BWXT director receive dividend equivalent rights instead of cash?

The explanation notes that the dividend equivalent rights accrued on four restricted stock unit grants where the director elected to defer receipt of the underlying shares, so dividends are credited as additional stock-based rights.

How and when will the BWXT dividend equivalent rights be delivered to the director?

The filing states that the dividend equivalent rights will be delivered proportionately with the RSUs to which they relate, following the director’s deferral election.

What is the exercise or purchase price of the BWXT dividend equivalent rights?

The derivative table shows the price of the dividend equivalent rights as $0, reflecting that they are accrued rights tied to dividends on deferred restricted stock units.