BWXT Insider Filing: Gerhard Burbach Reports 19.4 DERs, Ownership 723.65 Shares

Rhea-AI Filing Summary

Gerhard F. Burbach, a director of BWX Technologies, Inc. (BWXT), reported a Section 16 transaction dated 09/05/2025. The filing shows the accrual and acquisition of 19.4 dividend equivalent rights related to six restricted stock unit (RSU) grants for which the reporting person elected to defer receipt of the underlying shares. Each RSU and dividend equivalent right (DER) represents a contingent right to one share of BWXT common stock. The DERs have a reported price of $0 and, per the deferral election, will be delivered proportionately with the related RSUs. The filing lists 723.65 shares as the amount beneficially owned following the reported transaction. The form is signed on behalf of Mr. Burbach by an attorney-in-fact.

Positive

• Director Gerhard F. Burbach reported acquisition of 19.4 dividend equivalent rights
• Filing discloses beneficial ownership post-transaction as 723.65 shares
• Transaction arises from an existing RSU deferral election, consistent with equity compensation practices

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider deferral resulted in 19.4 dividend-equivalent rights, increasing disclosed beneficial ownership to 723.65 shares.

This Form 4 documents a non-cash, administrative accrual tied to pre-existing restricted stock unit awards rather than an open-market purchase or sale. The 19.4 dividend equivalent rights represent contingent claims to common shares and carry a reported price of $0, consistent with dividend equivalent accounting and deferral elections. The filing increases the disclosed beneficial ownership to 723.65 shares, providing transparency on the director's holdings but reflecting a small incremental change relative to typical institutional positions.

Corporate Governance Expert

TL;DR: Disclosure is compliant and describes a deferral election delivering DERs with RSUs; no indication of new cash consideration or policy change.

The report clearly states the nature of the instrument (DERs tied to six RSU grants) and the mechanism (deferral election). Signature by an attorney-in-fact is properly indicated. This is a routine, internal compensation-related transaction that aligns with typical board-member equity deferral practices and does not, on its face, indicate any governance or trading-policy issues.

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^*

Burbach Gerhard F

(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)
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		19.4		(1)	(1)	Common Stock	19.4	$0	723.65	D

Explanation of Responses:

1. The dividend equivalent rights accrued on six 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/ Gerhard F. Burbach, 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 did BWXT director Gerhard F. Burbach report on Form 4?

The Form 4 reports the accrual and acquisition of 19.4 dividend equivalent rights tied to six restricted stock unit grants, with 723.65 shares beneficially owned following the transaction.

When was the transaction by Gerhard F. Burbach executed?

The transaction date reported on the Form 4 is 09/05/2025.

What is the price reported for the dividend equivalent rights?

The Form 4 shows a reported price of $0 for the dividend equivalent rights.

Are the dividend equivalent rights convertible to common stock?

Yes. The filing states each RSU and DER represents a contingent right to receive one share of BWXT common stock, to be delivered proportionately with the related RSUs under the deferral election.

Who signed the Form 4 filing for Gerhard F. Burbach?

The Form 4 is signed on behalf of Gerhard F. Burbach by Theresa B. Taylor, attorney-in-fact, with a signature date of 09/08/2025.