MCWHINNEY DEBORAH D 4

What Happened Deborah D. McWhinney, a director of BorgWarner Inc. (BWA), was granted restricted stock awards on April 29, 2026 totaling 3,311 shares (3,228 shares + 83 shares). Both grants are reported at $0.00 per share (award/grant code A). Per the filing, the restricted stock award will vest 100% on the first anniversary of the grant date, indicating these were compensation awards rather than open-market purchases.

Key Details

• Transaction date: April 29, 2026; transaction type: Award/Grant (code A); reported price: $0.00.
• Total shares granted: 3,311 (3,228 + 83).
• Shares owned after transaction: Not explicitly stated in the transaction table; filing includes a note that beneficial ownership was adjusted after reconciliation of the issuer’s records (see footnote F2).
• Relevant footnotes:
  • F1: Award vests 100% on the first anniversary of the grant.
  • F2: Adjusts the number of shares beneficially owned after issuer record reconciliation.
  • F3: References dividend-reinvestment shares exempt under Rule 16a-11 that settle upon vesting.
• Filing date: May 1, 2026 — filed within the standard two-business-day window (timely).

Context These grants are compensation-related restricted stock awards that will vest in one year; such awards are routine for directors and reflect compensation arrangements rather than an immediate market signal. The reported $0.00 price reflects the form of the award reporting; any market value would depend on BorgWarner’s share price on the grant date. Shares issued under dividend reinvestment and exemptions per Rule 16a-11 will be settled when the awards vest.