Lees Michael D 4

4 · Babcock & Wilcox Co · Filed Mar 7, 2012

Form 4

Period: 2012-03-05

President - NE

Transactions

Exercise/Conversion
Common Stock
2012-03-05+2,639→ 13,819 total
Tax Payment
Common Stock
2012-03-05$26.59/sh−923$24,543→ 12,896 total
Award
Restricted Stock Units
2012-03-05+3,504→ 3,504 total
Exercise: $0.00Exp: 2015-03-05→ Common Stock (3,504 underlying)
Award
Stock Options (right to buy)
2012-03-05+9,057→ 9,057 total
Exercise: $26.59Exp: 2019-03-05→ Common Stock (9,057 underlying)
Exercise/Conversion
Restricted Stock Units
2012-03-05−2,639→ 0 total
Exercise: $0.00Exp: 2012-03-05→ Common Stock (2,639 underlying)

Footnotes (6)

[F1]Grant of restricted stock units pursuant to the Amended and Restated 2010 Long-Term Incentive Plan of The Babcock & Wilcox Company. Each restricted stock unit represents a contingent right to receive one share of BWC common stock.
[F2]RSUs vest in three equal annual installments beginning March 5, 2013.
[F3]Grant of stock options pursuant to the Amended and Restated 2010 Long-Term Incentive Plan of The Babcock & Wilcox Company.
[F4]Stock options vest in three equal annual installments beginning March 5, 2013.
[F5]Each restricted stock unit represents a contingent right to receive one share of BWC common stock.
[F6]1/3 of the stock options vested on March 5, 2010 and the remainder will vest in two equal annual installments beginning March 5, 2011.

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