Peter J Goumas Form 4 Babcock & Wilcox Enterprises / Peter J Goumas 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^*

Goumas Peter J

(Last) (First) (Middle)

20 S. VAN BUREN AVENUE

(Street)

BARBERTON OH 44203

(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

3. Date of Earliest Transaction (Month/Day/Year)
07/06/2015

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

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	07/06/2015		A(1)		5,447		(2)	03/02/2018	Common Stock	5,447	$0	5,447	D
Restricted Stock Units	$0	07/06/2015		A(1)		5,278		(3)	03/02/2018	Common Stock	5,278	$0	5,278	D
Stock Options (right to buy)	$6.27	07/06/2015		A(4)		1,088		(5)	03/05/2016	Common Stock	1,088	$0	1,088	D
Stock Options (right to buy)	$14.54	07/06/2015		A(4)		818		(5)	03/04/2017	Common Stock	818	$0	818	D
Stock Options (right to buy)	$20.47	07/06/2015		A(4)		1,745		(5)	03/04/2018	Common Stock	1,745	$0	1,745	D
Stock Options (right to buy)	$15.75	07/06/2015		A(4)		1,938		(5)	03/05/2019	Common Stock	1,938	$0	1,938	D
Stock Options (right to buy)	$15.88	07/06/2015		A(4)		3,754		(6)	03/04/2020	Common Stock	3,754	$0	3,754	D
Stock Options (right to buy)	$19.37	07/06/2015		A(4)		3,621		(7)	03/03/2021	Common Stock	3,621	$0	3,621	D
Stock Options (right to buy)	$18.32	07/06/2015		A(4)		29,399		(8)	03/02/2025	Common Stock	29,399	$0	29,399	D

Explanation of Responses:

1. Grant of restricted stock units 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 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.

2. 100% of the RSUs vest on March 2, 2018.

3. RSUs vest in three equal annual installments beginning March 2, 2016.

4. Grant of stock options received in connection with the Spin-off and converted from BWC stock options held by the Reporting Person as of the Spin-off.

5. 100% of the stock options vest immediately.

6. 2/3 of the stock options vest immediately. The remaining 1/3 of the stock options vest on March 4, 2016.

7. 1/3 of the stock options vest immediately. The remaining 2/3 of the stock options vest in two equal annual installments beginning March 3, 2016.

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

Remarks:

	Peter J. Goumas, by Angela P. Winter, attorney-in-fact	07/08/2015
	** 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).
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