Amended Current Report Filing (8-k/a)
17 Juin 2022 - 10:04PM
Edgar (US Regulatory)
0001630805
false
0001630805
2022-05-19
2022-05-19
0001630805
us-gaap:CommonStockMember
2022-05-19
2022-05-19
0001630805
BW:SeniorNotes8.125PercentageDue2026Member
2022-05-19
2022-05-19
0001630805
BW:SeniorNotes6.50PercentageDue2026Member
2022-05-19
2022-05-19
0001630805
BW:SeriesA7.75PercentageCumulativePerpetualPreferredStockMember
2022-05-19
2022-05-19
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 19, 2022
BABCOCK & WILCOX ENTERPRISES, INC. |
(Exact name of registrant as specified in its charter) |
delaware |
|
001-36876 |
|
47-2783641 |
(State or other jurisdiction of
incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
1200 EAST MARKET STREET, SUITE 650
AKRON, ohio |
|
44305 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s Telephone Number, including
Area Code: (330) 753-4511
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
|
Trading Symbol |
|
Name of Each Exchange on which
Registered |
Common stock, $0.01 par value per share |
|
BW |
|
New York Stock Exchange |
8.125% Senior Notes due 2026 |
|
BWSN |
|
New York Stock Exchange |
6.50% Senior Notes due 2026 |
|
BWNB |
|
New York Stock Exchange |
7.75% Series A Cumulative Perpetual Preferred Stock |
|
BW PRA |
|
New York Stock Exchange |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ¨
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Explanatory Note
This Current Report on Form 8-K/A (this “Amendment”) amends
the Current Report on Form 8-K of Babcock & Wilcox Enterprises, Inc. (the “Company”) filed with the U.S. Securities and
Exchange Commission on May 25, 2022 (the “Original Form 8-K”). The Original Form 8-K reported the final voting results of
the Company’s 2022 annual meeting of stockholders held on May 19, 2022 (the “Annual Meeting”). The sole purpose of this
Amendment is to disclose the Company’s decision regarding whether stockholder votes to approve the compensation of its named executive
officers required by Section 14A(a)(1) of the Exchange Act and Rule 14a-21(a) promulgated thereunder (the “Say-on-Pay Vote”)
should be held every one, two or three years (the “Say-on-Frequency Proposal”). No other changes have been made to the Original
Form 8-K.
Item 5.07 Submission of Matters to a Vote of Security Holders.
As previously reported in the Original Form 8-K, in an advisory vote
held at the Annual Meeting on the Say-on-Frequency Proposal, the Company’s stockholders expressed their preference for a Say-on-Pay
Vote to be conducted every year. On May 25, 2022, the Company’s Board of Directors considered the outcome of this advisory vote
and determined that future Say-on-Pay Votes will continue to be conducted every year. The Company’s Board of Directors will re-evaluate
this determination after the next Say-on-Frequency Proposal, which will be held no later than the 2028 Annual Meeting of Stockholders.
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: June 17, 2022 |
By: |
/s/ Louis Salamone |
|
|
Louis Salamone |
|
|
Executive Vice President, Chief Financial Officer and Chief Accounting Officer
(Principal Accounting Officer and Duly Authorized Representative) |
Babcock and Wilcox Enter... (NYSE:BW-A)
Graphique Historique de l'Action
De Mai 2024 à Juin 2024
Babcock and Wilcox Enter... (NYSE:BW-A)
Graphique Historique de l'Action
De Juin 2023 à Juin 2024