BWX Technologies, Inc. — Director's Dealing 2017

May 9, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BWX Technologies, Inc. (BWXT)
CIK: 0001486957
Period of Report: 2017-05-04

Reporting Person: Henry Joseph G (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-04	Common Stock	M	6977	$22.23	Acquired	32616	Direct
2017-05-04	Common Stock	M	12004	$24.97	Acquired	44620	Direct
2017-05-04	Common Stock	M	3552	$24.74	Acquired	48172	Direct
2017-05-04	Common Stock	M	10362	$23.62	Acquired	58534	Direct
2017-05-04	Common Stock	S	32895	$50.10	Disposed	25639	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-04	Stock Option (right to buy)	$22.23	M	6977	Disposed	2018-05-12	Common Stock (6977.0)	Direct
2017-05-04	Stock Options (right to buy)	$24.97	M	12004	Disposed	2021-03-03	Common Stock (12004.0)	Direct
2017-05-04	Stock Options (right to buy)	$24.74	M	3552	Disposed	2021-05-15	Common Stock (3552.0)	Direct
2017-05-04	Stock Option (right to buy)	$23.62	M	10362	Disposed	2025-03-02	Common Stock (10362.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	985	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.94 to $50.26, inclusive. The reporting person undertakes to provide to BWX Technologies, Inc., any security holder of BWX Technologies, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

F2: Stock options vested in three equal annual installments beginning May 12, 2012.

F3: Stock options vested in three equal annual installments beginning March 3, 2015.

F4: Stock options vest in three equal annual installments beginning March 12, 2016.