BWX Technologies, Inc. — Director's Dealing 2016

Mar 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BWX Technologies, Inc. (BWXT)
CIK: 0001486957
Period of Report: 2016-02-29

Reporting Person: FEES JOHN A (Director, Executive Chairman)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-29	Restricted Stock Unit	$0.00	A	14256	Acquired	2019-03-01	Common Stock (14256)	Direct
2016-02-29	Units	$0.00	A	5945	Acquired		Common Stock (5945)	Direct

Footnotes

F1: Restricted stock units vest in three equal annual installments beginning March 1, 2017.

F2: The Reporting Person elected to convert certain deferred equity awards payable in shares of Babcock & Wilcox Enterprises, Inc. ("BWE") that were received in connection with the spin-off of BWE from BWX Technologies, Inc. (the "Company") into units payable in shares of the Company. The conversion was based on the respective closing sales prices of BWE and Company common stock on the New York Stock Exchange on the conversion date (2/29/2016).

F3: Units are 100% vested and are deferred. In accordance with the Reporting Person's deferral election, shares will be delivered to the Reporting Person in either a lump sum or in installments beginning on the Reporting Person's termination of employment, depending on the Reporting Person's deferral election.