Jenny L Apker Form 4 Babcock & Wilcox Enterprises / JENNY L APKER ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

APKER JENNY L

(Last) (First) (Middle)

13024 BALLANTYNE CORPORATE PLACE

SUITE 700

(Street)

CHARLOTTE NC 28277

(City) (State) (Zip)

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	10% Owner
X	Officer (give title below)	Other (specify below)
Senior Vice President and CFO

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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								13,572(1)	D

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 Securities Underlying Derivative Security (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: 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
Restricted Stock Units	$0	07/01/2015		A(2)		4,282		(3)	07/01/2018	Common Stock	4,282	$0	4,282	D
Restricted Stock Units	$0	07/01/2015		A(2)		4,149		(4)	07/01/2018	Common Stock	4,149	$0	4,149	D
Stock Options (right to buy)	$19.9	07/01/2015		A(5)		15,576		(6)	07/01/2025	Common Stock	15,576	$0	15,576	D
Restricted Stock Units	$0	07/01/2015		A(7)		282		(8)	03/04/2016	Common Stock	282	$0	282	D
Restricted Stock Units	$0	07/01/2015		A(7)		583		(9)	03/03/2017	Common Stock	583	$0	583	D
Restricted Stock Units	$0	07/01/2015		A(10)		1,704		(8)	03/04/2016	Common Stock	1,704	$0	1,704	D
Restricted Stock Units	$0	07/01/2015		A(10)		1,725		(11)	03/03/2017	Common Stock	1,725	$0	1,725	D

Explanation of Responses:

1. Represents shares received in connection with the pro-rata distribution of BW common stock from The Babcock & Wilcox Company ("BWC") (the "Spin-off") and converted from BWC common stock held by the Reporting Person as of the Spin-off.

2. Grant of restricted stock units pursuant to the Babcock & Wilcox Enterprises, Inc. 2015 Long-Term Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of BW common stock.

3. 100% of the RSUs vest on July 1, 2018.

4. RSUs vest in three equal annual installments beginning July 1, 2016.

5. Grant of stock options pursuant to the Babcock & Wilcox Enterprises, Inc. 2015 Long-Term Incentive Plan.

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

7. Grant of restricted stock units received in connection with the Spin-off and converted from BWC restricted stock units held by the Reporting Person as of the Spin-off. RSU's represent the right to receive one share of BW common stock for each unit that vests.

8. 100% of the RSUs vest on March 4, 2016.

9. RSUs vest in two annual installments beginning March 3, 2016.

10. Grant of restricted stock units received in connection with the Spin-off and converted from BWC performance shares held by the Reporting Person as of the Spin-off. RSU's represent the right to receive one share of BW common stock for each unit that vests.

11. 100% of the RSUs vest on March 3, 2017.

Remarks:

	Jenny L. Apker, by Angela P. Winter, attorney-in-fact	07/06/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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