BWX Technologies, Inc. — Director's Dealing 2018

Mar 8, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BWX Technologies, Inc. (BWXT)
CIK: 0001486957
Period of Report: 2018-03-06

Reporting Person: Black David S (Sr. V.P, CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-06	Common Stock	M	7323	$23.62	Acquired	75042	Direct
2018-03-06	Common Stock	M	5052	$24.45	Acquired	80094	Direct
2018-03-06	Common Stock	F	7220	$63.92	Disposed	72874	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-06	Stock Options (right to buy)	$23.62	M	7323	Disposed	2025-03-02	Common Stock (7323.0)	Direct
2018-03-06	Stock Options (right to buy)	$24.45	M	5052	Disposed	2025-07-01	Common Stock (5052.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2795	Indirect

Footnotes

F1: Based on the number of units held in the BWXT Thrift Plan and the fair market value of BWXT common stock as of March 1, 2018.

F2: Represents adjustments made pursuant to the Employee Matters Agreement, dated as of June 8, 2015, between the Issuer and Babcock & Wilcox Enterprises, Inc. and the Issuer's Amended and Restated 2010 Long-Term Incentive Plan in connection with the Issuer's spin-off of Babcock & Wilcox Enterprises, Inc. on June 30, 2015.

F3: Stock options vest in three equal annual installments beginning March 2, 2016.

F4: Stock options vest in three equal annual installments beginning July 1, 2016.