Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 18, 2026, the Board of Directors (the "Board") of BWX Technologies, Inc. (the "Company") increased the size of the Board from nine to ten directors and appointed Daniel L.…
Filed Feb 20, 2026Accepted Feb 20, 2026, 2:30 AM ESTCIK 1486957Accession 0001104659-26-017868
At BWX Technologies, Inc. (NYSE: BWXT), we are People Strong, Innovation Driven. A U.S.-based company with approximately 10,000 employees, BWXT is a Fortune 1000 and Defense News Top 100 manufacturing and engineering innovator that provides safe and effective nuclear solutions for global security, clean energy, nuclear medicine, space exploration and environmental restoration. BWXT owns and operates 17 manufacturing facilities globally, and its 14 strategic partnerships support the U.S. and Canadian governments at more than two dozen additional locations.
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Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On February 18, 2026, the Board of Directors (the
"Board") of BWX Technologies, Inc. (the "Company") increased the size of the Board from nine to ten directors and
appointed Daniel L. Jablonsky to the Board effective as of March 2, 2026 and with an initial term expiring at the Company's annual meeting
of shareholders in 2026. Mr. Jablonsky will participate in the current director compensation arrangements applicable to the Company's
non-employee directors which are set forth under “Compensation of Directors” in the Company's definitive proxy statement on
Schedule 14A filed with the Securities and Exchange Commission (“SEC”) on March 19, 2025 (the "2025 Proxy Statement")
and which the Board amended to increase the annual equity award to $165,000 for all non-employee directors in May 2025. The Board appointed
Mr. Jablonsky to the Audit and Finance Committee and determined that Mr. Jablonsky satisfies the SEC's definition of an "audit committee
financial expert." In addition, Mr. Jablonsky entered into the Company's standard form of director and officer indemnification agreement,
which is described under "Certain Relationships and Related Transactions" in our 2025 Proxy Statement.
The Board of Directors made an affirmative determination
that Mr. Jablonsky is an independent director under the New York Stock Exchange Listing Standards. Mr. Jablonsky does not have an interest
in any transactions requiring disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between
him and any other person pursuant to which he was appointed as a director.
A copy of the press release announcing Mr. Jablonsky’s
appointment to the Board is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein in its entirety.
Filed exhibits (1)
EX-99.1 (by filename) tm266839d1_ex99-1.htm
EX-99.1
2
tm266839d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
BWXT Appoints Dan Jablonsky
to Board of Directors
(MELBOURNE, Fla. - Feb. 20, 2026) BWX Technologies, Inc. (NYSE: BWXT) announced today that Dan Jablonsky has been appointed
to its board of directors effective March 2, 2026. He will also serve on the board’s audit and finance committee.
Jablonsky most recently served as chief executive officer and chairman
of Ursa Major, a leading provider of advanced propulsion systems for space and defense applications. He has held senior leadership
roles in the aerospace and defense industry for more than a decade. Prior to Ursa Major, Jablonsky served as president and chief executive
officer of Maxar Technologies, where he led the NYSE-listed company through a comprehensive turnaround and growth strategy, culminating
in a $6.4 billion take-private acquisition by Advent International. Prior to that, he was general counsel and then president of DigitalGlobe.
Jablonsky began his career as a surface warfare officer and nuclear engineer in the U.S. Navy before transitioning to law practice.
“We are excited to welcome Dan to BWXT’s board,”
said Jan Bertsch, chair of BWXT’s board of dir…