SEC Form 4 · accession 0000902664-16-006157
Babcock & Wilcox Enterprises, Inc. · BW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Clifton S Robbins
10% Owner
Blue Harbour Group, L.P.
10% Owner
Blue Harbour Holdings, LLC
10% Owner
Period of report
Mar 1, 2016
Accepted (ET)
Mar 3, 2016 · 4:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001630805
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per share ("Common Stock")F1,F2 | Mar 1, 2016 | S | 25,700 | $19.05 | D | 5,254,842 | I | See footnotes |
| Common StockF1,F2 | Mar 1, 2016 | S | 40,000 | $18.88 | D | 5,214,842 | I | See footnotes |
| Common StockF3,F1,F2 | Mar 2, 2016 | S | 29,300 | $19.07 | D | 5,185,542 | I | See footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed by Blue Harbour Group, LP (the "Manager"), Blue Harbour Holdings, LLC ("Manager GP") and Clifton S. Robbins. Manager GP is the general partner of Manager. Mr. Robbins directly and indirectly through trusts or other entities controlled by Mr. Robbins is the controlling shareholder of Manager GP.
- F2Pursuant to Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Act"), each of the Reporting Persons may be deemed to be the beneficial owner of the securities reported herein to the extent of his or its pecuniary interest therein, but disclaims beneficial ownership in excess of such amount; and pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount.
- F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.99 to $19.27, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth herein.