MacQuarrie John R. 4

What Happened

• John R. MacQuarrie, President, Commercial Operations at BWX Technologies (BWXT), had recent grants and a conversion/exercise of derivative awards. On Feb 25, 2026 he received derivative awards (2,817 and 960 units). On Feb 26, 2026 he converted/exercised 503 derivative units; 268 shares were surrendered/disposed to cover tax withholding at $208.27 per share, totaling $55,816.
• These actions are awards and a conversion with tax withholding — not an open-market sale or purchase for investment purposes.

Key Details

• Transaction dates and prices:
  • 2026-02-25: Grants — 2,817 and 960 derivative awards (awarded at $0.00; see vesting notes below).
  • 2026-02-26: Exercise/conversion of 503 derivative units (reported at $0.00).
  • 2026-02-26: 268 shares surrendered/paid for tax liability at $208.27 per share = $55,816.
• Shares owned after transaction: Not disclosed in the filing.
• Codes and meaning: M = exercise/conversion of derivative; F = shares withheld/disposed to satisfy tax withholding.
• Footnotes of note:
  • F1: Some RSUs vest in three equal annual installments beginning Feb 25, 2027.
  • F2: Stock options vest in three equal annual installments beginning Feb 25, 2027; options expire Feb 25, 2036.
  • F3: Some RSUs vest in three equal annual installments beginning Feb 26, 2026 and include accrued dividends converted into shares at $208.27/share.
• Filing timeliness: Form 4 was filed on 2026-03-02. That is timely for the Feb 26 transaction (due within two business days); the Feb 25 grant is at the reporting-window boundary but was included in this filing.

Context

• This was primarily an award/grant and conversion event with shares withheld for taxes — a common administrative step following vesting/exercise. It is not an open-market sale that signals a manager taking proceeds to the market.
• For retail investors: purchases can be a stronger buy signal than routine withholding. Here, the key point is new awards granted and a partial surrender of shares to meet tax obligations; no large market sell or open-market buy was reported.