BWX Technologies, Inc. — Director's Dealing 2017

Mar 8, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BWX Technologies, Inc. (BWXT)
CIK: 0001486957
Period of Report: 2017-03-03

Reporting Person: Henry Joseph G (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-03	Common Stock	M	2326	—	Acquired	25264	Direct
2017-03-03	Common Stock	F	769	$47.79	Disposed	24495	Direct
2017-03-03	Common Stock	M	688	—	Acquired	25183	Direct
2017-03-03	Common Stock	F	227	$47.49	Disposed	24956	Direct
2017-03-03	Common Stock	M	233	—	Acquired	25189	Direct
2017-03-03	Common Stock	F	77	$47.49	Disposed	25112	Direct
2017-03-03	Common Stock	M	787	—	Acquired	25899	Direct
2017-03-03	Common Stock	F	260	$47.49	Disposed	25639	Direct
2017-03-03	Common Stock	M	5200	$23.62	Acquired	30839	Direct
2017-03-03	Common Stock	S	5200	$48.15	Disposed	25639	Direct
2017-03-03	Common Stock	M	983	$23.62	Acquired	26622	Direct
2017-03-03	Common Stock	S	983	$48.15	Disposed	25639	Direct
2017-03-03	Common Stock	M	500	$23.62	Acquired	26139	Direct
2017-03-03	Common Stock	S	500	$48.16	Disposed	25639	Direct
2017-03-03	Common Stock	M	500	$23.62	Acquired	26139	Direct
2017-03-03	Common Stock	S	500	$48.16	Disposed	25639	Direct
2017-03-03	Common Stock	M	400	$23.62	Acquired	26039	Direct
2017-03-03	Common Stock	S	400	$48.17	Disposed	25639	Direct
2017-03-03	Common Stock	M	1701	$23.62	Acquired	27340	Direct
2017-03-03	Common Stock	S	1701	$48.18	Disposed	25639	Direct
2017-03-03	Common Stock	M	100	$23.62	Acquired	25739	Direct
2017-03-03	Common Stock	S	100	$48.19	Disposed	25639	Direct
2017-03-03	Common Stock	M	500	$23.62	Acquired	26139	Direct
2017-03-03	Common Stock	S	500	$48.20	Disposed	25639	Direct
2017-03-03	Common Stock	M	378	$23.62	Acquired	26017	Direct
2017-03-03	Common Stock	S	378	$48.21	Disposed	25639	Direct
2017-03-03	Common Stock	M	100	$23.62	Acquired	25739	Direct
2017-03-03	Common Stock	S	100	$48.22	Disposed	25639	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-03	Restricted Stock Unit	$0.0	M	2326	Disposed	2017-03-03	Common Stock (2326.0)	Direct
2017-03-03	Restricted Stock Unit	$0.0	M	688	Disposed	2017-03-03	Common Stock (688.0)	Direct
2017-03-03	Restricted Stock Unit	$0.0	M	233	Disposed	2017-03-03	Common Stock (233.0)	Direct
2017-03-03	Common Stock	$0.0	M	787	Disposed	2017-03-03	Common Stock (787.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	5200	Acquired	2025-03-02	Common Stock (5200.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	983	Acquired	2025-03-02	Common Stock (983.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	500	Acquired	2025-03-02	Common Stock (500.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	500	Acquired	2025-03-02	Common Stock (500.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	400	Acquired	2025-03-02	Common Stock (400.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	1701	Acquired	2025-03-02	Common Stock (1701.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	100	Acquired	2025-03-02	Common Stock (100.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	500	Acquired	2025-03-02	Common Stock (500.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	378	Acquired	2025-03-02	Common Stock (378.0)	Direct
2017-03-03	Stock Option (right to buy)	$23.62	M	100	Acquired	2025-03-02	Common Stock (100.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	985	Indirect

Footnotes

F1: RSUs cliff vest on March 3, 2017.

F2: RSUs vest in three equal annual installments beginning March 3, 2015.

F3: For each exercise of stock options by the reporting person, the Issuer withheld shares of BWXT common stock to satisfy the exercise price of such options and tax withholding obligations.

F4: Stock options vest in three equal annual installments beginning March 2, 2016.