Navigator Holdings: BW Group stake falls to about 4.99%

BW Group reported sole voting and dispositive power over 3,070,147 shares, approximately 4.99% of the 61,493,127 outstanding shares.

Rhea-AI Filing Summary

Navigator Holdings Ltd. (NVGS) shareholder BW Group Ltd. reported open-market sales through a broker that reduced its common-share holdings below 5%. As of October 15, 2026, BW Group beneficially owned 3,070,147 shares, approximately 4.99% of 61,493,127 outstanding shares, with sole voting and dispositive power over that amount. The reported transactions included sales of 100,000 shares on each listed trade date from September 23 through October 14, 2026, and 88,931 shares on October 15; the October 15 sale had a weighted average price of $22.37 per share.

Key Figures

Beneficially owned common shares: 3,070,147 shares Percentage of outstanding common shares: Approximately 4.99% Common shares outstanding: 61,493,127 shares +4 more

7 metrics

Beneficially owned common shares 3,070,147 shares As of October 15, 2026

Percentage of outstanding common shares Approximately 4.99% BW Group's beneficial ownership as of October 15, 2026

Common shares outstanding 61,493,127 shares Amount disclosed in Navigator Holdings Ltd.'s Form 6-K

Shares sold 100,000 shares Each listed transaction from September 23 through October 14, 2026

Shares sold 88,931 shares October 15, 2026

Weighted average sale price $22.37 per share October 15, 2026

Transaction price range $22.00 to $22.9753 per share October 15, 2026

Key Terms

beneficially own, sole dispositive power, weighted average sale price

3 terms

beneficially own regulatory

"may be deemed to beneficially own 3,070,147 Common Shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

sole dispositive power regulatory

"BWG has sole voting power and sole dispositive power"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

weighted average sale price financial

"Reflects the weighted average sale price per Common Share"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NVGS shares does BW Group own?

As of October 15, 2026, BW Group beneficially owned 3,070,147 common shares, representing approximately 4.99% of the 61,493,127 common shares outstanding. BW Group reported sole voting power and sole dispositive power over those shares.

How many NVGS shares did BW Group sell on October 15, 2026?

BW Group reported selling 88,931 shares on October 15, 2026, in open-market transactions through a broker. The weighted average sale price was $22.37 per share, and the reported transaction price range was $22.00 to $22.9753.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/19/2026 - 04:01 PM EDT Accepted by SEC EDGAR 10/19/2026 - 04:01 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

Navigator Holdings Ltd.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

Y62132108

(CUSIP Number)

Nicholas Fell
BW Maritime Pte. Ltd. Mapletree Business, City, #18-01 10 Pasir Panjang Road
Singapore, U0, 117438
65 (0) 6434 5818

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/15/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): Y62132108

1

Name of reporting person

BW Group Ltd

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,070,147.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,070,147.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,070,147.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.99 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

1. This percentage is based on a total of 61,493,127 outstanding shares of common stock of Navigator Holdings Ltd., which amount was disclosed in Navigator Holdings Ltd.'s Report of Foreign Private Issuer on Form 6-K filed with the Securities and Exchange Commission on August 4, 2026 (the "Form 6-K").

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: Navigator Holdings Ltd.
(c)	Address of Issuer's Principal Executive Offices: 10 Bressenden Place, London, UNITED KINGDOM , SW1E 5DH.
Item 1 Comment: This Amendment No. 9 to Schedule 13D ("Amendment No. 9") is being filed by BW Group Limited Comment: ("BWG"), with respect to the shares of common stock, par value $0.01 per share (the "Common Shares"), of Navigator Holdings Ltd., a Marshall Islands corporation (the "Issuer"), whose principal executive offices are located at c/o NGT Services (UK) Ltd, 10 Bressenden Place, London, SW1E 5DH, United Kingdom. This Amendment No. 9 amends and supplements the statement on the Schedule 13D originally filed by BWG with the Securities and Exchange Commission (the "SEC") on December 28, 2020 (the "Original Schedule 13D"), and amended by Amendment No. 1, filed with the SEC on August 18, 2021, Amendment No. 2, filed with the SEC on June 13, 2024, Amendment No. 3, filed with the SEC on March 13, 2026, Amendment No. 4, filed with the SEC on June 25, 2026, Amendment No. 5, filed with the SEC on July 22, 2026, Amendment No. 6, filed with the SEC on July 31, 2026, Amendment No. 7, filed with the SEC on October 5, 2026 and Amendment No. 8, filed with the SEC on October 14, 2026 (collectively with the Original Schedule 13D and this Amendment No. 9, the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 9 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein and not otherwise defined in this Amendment No. 9 have the meanings set forth in the Original Schedule 13D. Except as otherwise stated in this Amendment No. 9, the Original Schedule 13D, as amended, remains in full force and effect. The Reporting Person is filing this Amendment No. 9 to reflect its new percentage beneficial ownership in the Issuer, which has decreased below five percent as a result of recent transactions conducted by the Reporting Person that reduced its shareholdings of the Issuer's common stock.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of the Schedule 13D is amended and supplemented as follows: As of October 15, 2026, BWG may be deemed to beneficially own 3,070,147 Common Shares, representing approximately 4.99% of the outstanding Common Shares. The foregoing beneficial ownership percentage is based on a total of 61,493,127 Common Shares outstanding as disclosed in the Issuer's Form 6-K.
(b)	BWG has sole voting power and sole dispositive power over 3,070,147 Common Shares, representing approximately 4.99% of the outstanding Common Shares. The foregoing percentage is based on a total of 61,493,127 Common Shares outstanding as disclosed in the Issuer's Form 6-K.
(c)	The below chart reflects the transactions in Common Shares effected by BWG during the past 60 days. All of the Common Shares were sold in open market transactions through a broker. Trade date No. of Shares Sold Average Price(1) Transaction Price Range 23-Sep-26 (100,000) $22.94 $22.775 to $23.52 24-Sep-26 (100,000) $23.13 $22.74 to $23.53 25-Sep-26 (100,000) $23.00 $22.7996 to $23.3021 28-Sep-26 (100,000) $22.97 $22.74 to $23.27 29-Sep-26 (100,000) $22.98 $22.58 to $23.14 30-Sep-26 (100,000) $23.16 $23.03 to $23.345 01-Oct-26 (100,000) $23.46 $22.72 to $23.80 02-Oct-26 (100,000) $23.55 $23.345 to $23.84 05-Oct-26 (100,000) $23.59 $23.21 to $24.05 06-Oct-26 (100,000) $23.41 $22.91 to $23.61 07-Oct-26 (100,000) $23.57 $23.30 to $23.67 08-Oct-26 (100,000) $24.09 $23.62 to $24.50 09-Oct-26 (100,000) $24.07 $23.73 to $24.39 12-Oct-26 (100,000) $24.41 $24.17 to $24.66 13-Oct-26 (100,000) $23.81 $23.62 to $23.99 14-Oct-26 (100,000) $22.79 $22.57 to $23.915 15-Oct-26 (88,931) $22.37 $22.00 to $22.9753 (1) Reflects the weighted average sale price per Common Share sold in multiple transactions. BWG undertakes to provide the SEC staff, upon request, all information regarding the number of shares sold at each separate price within the ranges set forth above.
(d)	To the best knowledge of the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of, the Common Shares beneficially owned by the Reporting Person.
(e)	As of October 15, 2026, the Reporting Person has ceased to be the beneficial owner of more than five percent of the Issuer's Common Shares.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BW Group Ltd

Signature:	/s/ Nicholas John Oxleigh Fell
Name/Title:	Nicholas John Oxleigh Fell
Date:	10/19/2026