{"url_path":"/sec/bw-pa/8-k/2026-05-18/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 ****Entry into a Material Definitive Agreement**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/1630805/0001104659-26-063192-index.html","accession_number":"0001104659-26-063192","cik":"0001630805","ticker":"BW","issuer_name":"Babcock & Wilcox Enterprises, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1630805/0001104659-26-063192-index.html","primary_entity_key":"0001630805","primary_entity_name":"Babcock & Wilcox Enterprises, Inc."},"word_count":317,"has_tables":true,"body_markdown":"**Item 1.01****Entry into a Material Definitive Agreement**\n\n** **\n\nOn May 14, 2026, Babcock & Wilcox Enterprises,\nInc., a Delaware corporation (the “Company”) entered into an an underwriting agreement, dated May 14, 2026 (the “Underwriting\nAgreement”), by and among the Company and B. Riley Securities, Inc., as representative of the several underwriters (the “Underwriters”),\nrelating to its previously announced underwritten offering (the “Offering”) of 10,810,811 shares of the Company’s common\nstock, par value $0.01 per share (“Common Stock”). In addition, pursuant to the Underwriting Agreement, the Company granted\nthe Underwriters an option, exercisable for 30 days, to purchase up to 1,621,621 additional shares of Common Stock. The Offering was\nconsummated on May 18, 2026. At the closing, the Company issued 12,432,432 shares of Common Stock, inclusive of 1,621,621 shares of Common\nStock issued pursuant to the full exercise of the Underwriters’ option to purchase Common Stock.\n\n \n\nThe Underwriting Agreement contains customary\nrepresentations, warranties and covenants of the Company, customary conditions to closing, indemnification obligations of the Company\nand the Underwriters, including for liabilities under the Securities Act of 1933 (the “Securities Act”), other obligations\nof the parties and termination provisions.\n\n \n\nThe foregoing description of the material terms\nof the Underwriting Agreement is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which\nis attached hereto as Exhibit 1.1 and is incorporated herein by reference.\n\n \n\nThe Offering was made pursuant to the Company’s\nshelf registration statement on Form S-3 (Registration No. 333-283368) initially filed with the Securities and Exchange Commission (the\n“Commission”) on November 21, 2024 and declared effective by the Commission on April 8, 2025 (the “Registration Statement”),\nincluding the prospectus forming a part of the Registration Statement, as supplemented by a preliminary prospectus supplement, dated May\n14, 2026, and a final prospectus supplement, dated May 14, 2026, each filed with the SEC pursuant to Rule 424(b) under the Securities\nAct."}