0001644999-15-000015.txt : 20150706 0001644999-15-000015.hdr.sgml : 20150703 20150706132544 ACCESSION NUMBER: 0001644999-15-000015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150701 FILED AS OF DATE: 20150706 DATE AS OF CHANGE: 20150706 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Babcock & Wilcox Enterprises, Inc. CENTRAL INDEX KEY: 0001630805 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIPMENT, EXCEPT ELECTRIC & WARM AIR FURNACES [3433] IRS NUMBER: 472783641 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13024 BALLANTYNE CORPORATE PLACE STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28277 BUSINESS PHONE: 704-625-4900 MAIL ADDRESS: STREET 1: 13024 BALLANTYNE CORPORATE PLACE STREET 2: SUITE 700 CITY: CHARLOTTE STATE: NC ZIP: 28277 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FERRAIOLI BRIAN K CENTRAL INDEX KEY: 0001221429 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36876 FILM NUMBER: 15972755 MAIL ADDRESS: STREET 1: C/O FOSTER WHEELER LTD STREET 2: PERRYVILLE CORPORATE PARK CITY: CLINTON STATE: NJ ZIP: 08809-4000 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2015-07-01 0001630805 Babcock & Wilcox Enterprises, Inc. BW 0001221429 FERRAIOLI BRIAN K 13024 BALLANTYNE CORPORATE PLACE SUITE 700 CHARLOTTE NC 28277 1 0 0 0 Common Stock 1795 D Restricted Stock Units 0 2015-07-01 4 A 0 1860 0 A Common Stock 1860 1860 D Restricted Stock Units 0 2015-07-01 4 A 0 1853 0 A Common Stock 1853 1853 D Dividend Equivalent Rights 2015-07-01 4 A 0 78 0 A Common Stock 78 78 D Represents shares 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 common stock held by the Reporting Person as of the Spin-off. Grant of restricted stock units received in connection with 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. RSU's vested immediately. The reporting person elected to defer receipt of shares underlying the RSU's. In accordance with his deferral election, vested shares will be delivered to the reporting person in one lump sum upon the earlier to occur of the reporting person's disability or termination of service on the Board of Directors. RSU's vested immediately. The reporting person elected to defer receipt of shares underlying the RSU's. In accordance with his deferral election, vested shares will be delivered to the reporting person in one lump sum upon the earlier to occur of: (a) six months following the reporting person's termination of service on the Board of Directors; or (b) January 2, 2018. The dividend equivalent rights accrued on two restricted stock unit grants of which the reporting person has elected to defer receipt of the shares underlying the RSU's. Each RSU and DER represent a contingent right to receive one share of BW common stock. In accordance with the deferral election, the DERs will be delivered to the reporting person proportionately with the RSU's to which they relate. Brian K. Ferraioli, by Angela P. Winter, attorney-in-fact 2015-07-06 EX-24 2 ferraiolipoa2.htm LIMITED POWER OF ATTORNEY

LIMITED POWER OF ATTORNEY



Know all by these presents, that the undersigned hereby constitutes and appoints each of J. Andre Hall, Robert P. McKinney and Angela P. Winter and, signing singly, the undersigned's true and lawful attorney-in-fact to:



(1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the SEC) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;



(2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Babcock & Wilcox Enterprises, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;



(3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and



(4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 29 day of June, 2015.





Signature:  /s/ Brian K. Ferraioli

Print Name:  Brian K. Ferraioli