Babcock & Wilcox Reports Shareholder Vote Matters
Ticker: BW-PA · Form: 8-K · Filed: May 21, 2024 · CIK: 1630805
| Field | Detail |
|---|---|
| Company | Babcock & Wilcox Enterprises, INC. (BW-PA) |
| Form Type | 8-K |
| Filed Date | May 21, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: debt, preferred-stock, shareholder-vote
TL;DR
B&W filed an 8-K on shareholder votes for debt and preferred stock. Big decisions ahead.
AI Summary
Babcock & Wilcox Enterprises, Inc. filed an 8-K on May 21, 2024, reporting on matters submitted to a vote of security holders as of May 15, 2024. The filing details various financial instruments including common stock, senior notes due in 2026 with coupon rates of 8.125% and 6.50%, and Series A 7.75% cumulative perpetual preferred stock.
Why It Matters
This filing indicates that important decisions requiring shareholder approval were made, which could impact the company's future financial structure and strategic direction.
Risk Assessment
Risk Level: medium — The filing pertains to matters voted on by security holders, which can involve significant corporate actions that carry inherent risks.
Key Numbers
- 8.125% — Senior Notes Coupon Rate (Interest rate on debt maturing in 2026.)
- 6.50% — Senior Notes Coupon Rate (Interest rate on debt maturing in 2026.)
- 7.75% — Preferred Stock Coupon Rate (Dividend rate for Series A preferred stock.)
Key Players & Entities
- Babcock & Wilcox Enterprises, Inc. (company) — Registrant
- May 15, 2024 (date) — Earliest event reported
- May 21, 2024 (date) — Filing date
- 8.125% (dollar_amount) — Senior Notes due 2026 coupon rate
- 6.50% (dollar_amount) — Senior Notes due 2026 coupon rate
- 7.75% (dollar_amount) — Series A Preferred Stock coupon rate
FAQ
What specific matters were submitted to a vote of security holders on May 15, 2024?
The filing indicates that matters were submitted to a vote of security holders, but the specific details of these matters are not elaborated in the provided text, requiring further review of the full document.
What is the maturity date for the 8.125% Senior Notes?
The 8.125% Senior Notes are due in 2026.
What is the maturity date for the 6.50% Senior Notes?
The 6.50% Senior Notes are due in 2026.
What is the dividend rate for the Series A Cumulative Perpetual Preferred Stock?
The Series A Cumulative Perpetual Preferred Stock has a dividend rate of 7.75%.
What is the company's state of incorporation?
Babcock & Wilcox Enterprises, Inc. is incorporated in Delaware.
Filing Stats: 938 words · 4 min read · ~3 pages · Grade level 12.5 · Accepted 2024-05-21 16:15:42
Key Financial Figures
- $0.01 — e on which Registered Common stock, $0.01 par value per share BW New York Sto
Filing Documents
- tm2413747d1_8k.htm (8-K) — 43KB
- 0001104659-24-063847.txt ( ) — 271KB
- bw-20240515.xsd (EX-101.SCH) — 4KB
- bw-20240515_def.xml (EX-101.DEF) — 27KB
- bw-20240515_lab.xml (EX-101.LAB) — 37KB
- bw-20240515_pre.xml (EX-101.PRE) — 26KB
- tm2413747d1_8k_htm.xml (XML) — 8KB
07
Item 5.07 Submission of Matters to a Vote of Security Holders On May 15, 2024, at the 2024 annual meeting of stockholders (the "Annual Meeting") of Babcock & Wilcox Enterprises, Inc. (the "Company"), the stockholders of the Company voted on six proposals, each of which is described in more detail in the Company's definitive proxy statement (the "Proxy Statement") filed with the Securities and Exchange Commission on April 5, 2024. There were 64,235,918 shares of common stock present at the Annual Meeting in person or by proxy, which represented 71.78% of the combined voting power of the Company's common stock entitled to vote at the Annual Meeting, and which constituted a quorum for the transaction of business. Holders of the Company's common stock were entitled to one vote on each matter to be acted on at the Annual Meeting for each share held as of the close of business on March 18, 2024. The voting results for each of the six proposals are detailed below. Proposal 1: The approval of amendments to the Company's Restated Certificate of Incorporation (the "Certificate of Incorporation") to declassify the Board of Directors of the Company (the "Board") and provide for annual elections of all directors beginning at the 2026 annual meeting of stockholders, did not receive the required affirmative vote of at least 80% of the outstanding shares of the Company's common stock for approval. The voting results were as follows: Votes For Votes Against Abstain Broker Non-Votes 55,347,136 470,634 29,093 8,389,055 Proposal 2 : The election of Henry E. Bartoli, Naomi L. Boness and Philip D. Moeller to serve as Class I directors of the Company to serve until the Company's 2026 annual meeting of stockholders was contingent upon the approval of Proposal 1 to declassify the Board. Since Proposal 1 was not approved at the Annual Meeting, Proposal 2 was deemed null and void. Proposal 3 : As Proposal 1 was not approved, the stockholders elected Henry E. Bartoli,
Signatures
Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BABCOCK & WILCOX ENTERPRISES, INC. Date: May 21, 2024 By: /s/ Louis Salamone Louis Salamone Executive Vice President, Chief Financial Officer