Babcock & Wilcox Enterprises Inc.

11/12/2026 | Press release | Distributed by Public on 11/12/2026 06:01

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
BRC Group Holdings, Inc.
2. Issuer Name and Ticker or Trading Symbol
Babcock & Wilcox Enterprises, Inc. [BW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
11100 SANTA MONICA BLVD, SUITE 800
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2026
(Street)
LOS ANGELES, CA 90025
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.01 par value per share 11,873,160 I By BRF Investments, LLC(1)(2)
Common Stock, $0.01 par value per share 15,573,362 I By B. Riley Securities, Inc.(1)(2)
Common Stock, $0.01 par value per share 37,353 I Held in Bryant R. Riley's 401(k)account(1)(2)
Common Stock, $0.01 par value per share 45,801 I By Bryant R. Riley, as UTMA custodian for Charlie Riley(3)
Common Stock, $0.01 par value per share 11/11/2026 11/11/2026 P 60,000 A $4.9814 103,810 I By Susan Riley(3)
Common Stock, $0.01 par value per share 11/11/2026 11/11/2026 P 35,000 A $4.9816 80,436 I By Bryant R. Riley, as UTMA custodian for Abigail Riley(3)
Common Stock, $0.01 par value per share 11/11/2026 11/11/2026 P 35,000 A $4.9815 80,431 I By Bryant R. Riley, as UTMA custodian for Eloise Riley(3)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BRC Group Holdings, Inc.
11100 SANTA MONICA BLVD
SUITE 800
LOS ANGELES, CA 90025
X
BRF Investments, LLC
11100 SANTA MONICA BLVD
SUITE 800
LOS ANGELES, CA 90025
X
B. Riley Securities, Inc.
11100 SANTA MONICA BLVD
SUITE 800
LOS ANGELES, CA 90025
X
RILEY BRYANT R
11100 SANTA MONICA BLVD.,
SUITE 800
LOS ANGELES, CA 90025
X

Signatures

BRC Group Holdings, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer 11/12/2026
**Signature of Reporting Person Date
BRF Investments, LLC, by: /s/ Bryant R. Riley, 11/12/2026
**Signature of Reporting Person Date
B. Riley Securities, Inc., by: /s/ Frank J. Pigott, General Counsel and Secretary 11/12/2026
**Signature of Reporting Person Date
by: /s/ Bryant R. Riley 11/12/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This Form 4 is being filed jointly by BRC Group Holdings, Inc., a Delaware corporation ("BRC"), BRF Investments, LLC ("BRFI"), B. Riley Securities, Inc., a Delaware corporation ("BRS"), and Bryant R. Riley.
(2) BRC is the parent company of BRFI and the majority shareholder of B. Riley Securities Holdings, Inc. ("BRSH"). BRS is a wholly owned subsidiary of BRSH. As a result, BRC may be deemed to indirectly beneficially own the shares held by BRFI and BRS. Bryant R. Riley is the Co-Chief Executive Officer and Chairman of the Board of Directors of BRC. As a result, Bryant R. Riley may be deemed to indirectly beneficially own the shares of Common Stock directly held by BRFI and BRS. Each of BRC, BRFI, BRS, and Bryant R. Riley disclaims beneficial ownership of the outstanding shares of Common Stock reported herein, except to the extent of its/his respective pecuniary interest therein.
(3) Bryant R. Riley may also beneficially own (i) shares held for the benefit of Abigail Riley, (ii) shares held for the benefit of Charlie Riley, (iii) shares held for the benefit of Eloise Riley, (iv) shares held in an account of Susan Riley which has granted purchase and dispositive power to Bryant Riley, and (v) shares held in Bryant R. Riley's 401(k) account. Bryant R. Riley disclaims beneficial ownership and pecuniary interest in the shares held by the accounts noted in (3)(i)-(3)(iv).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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