8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15 (d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

January 21, 2026

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:

Securities registered pursuant to Section 12(b) of the Act:

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.  ¨

Item 5.02 Departure of Directors or CertainOfficers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Director

On January 21, 2026, the board of directors (the “Board”) of Babcock & Wilcox Enterprises, Inc. (the “Company”) appointed Dr. Homaira Akbari to serve on the Board, effective as of January 26, 2026.

In connection with her appointment, Dr. Akbari is expected to receive an annual cash retainer and an annual stock award in accordance with the Company’s director compensation policy for non-employee directors, as described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 21, 2025. Dr. Akbari will also enter into the Company’s standard form of indemnification agreement, which is filed as Exhibit 10.24 to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2025. Pursuant to the terms of the indemnification agreement, the Company may be required, among other things, to indemnify Dr. Akbari for certain expenses, including attorneys’ fees, judgments, fines and settlement amounts incurred by her in any action or proceeding arising out of her service as a director.

Dr. Akbari has no family relationship with any of the executive officers or directors of the Company. There are no arrangements or understandings between Dr. Akbari and any other person pursuant to which she was appointed as a director of the Company. In addition, Dr. Akbari has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure

On January 27, 2026, the Company issued a press release announcing the appointment of Dr. Akbari to the Board. A copy of the press release is attached as Exhibit 99.1, and the information contained in Exhibit 99.1 is incorporated herein by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

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.

Exhibit 99.1

News Release

Babcock &Wilcox Enterprises, Inc. Appoints Dr. Homaira Akbari (Ph.D.) to Board of Directors

(AKRON, Ohio – January 27, 2026) – Babcock & Wilcox Enterprises, Inc. (B&W) (NYSE: BW) announced today that Dr. Homaira Akbari (Ph.D.) has been appointed to its Board of Directors, bringing the total to seven members.

Dr. Akbari has served on the Board of Directors of over 25 public and private companies, including Veolia Group, a global leader in waste to energy, environmentals and hazardous waste facilities, and Banco Santander (NYSE: SAN).

Dr. Akbari brings extensive international leadership experience across medium and large technology companies, including in the energy and finance sectors. She has held senior management roles in Fortune 1000 companies including Microsoft, Thales and Liberty Media, and served as member of B&W’s Advisory Board from 2022 through 2025.

“Dr. Akbari’s deep expertise in AI factories and data centers, power generation systems, including baseload generation, fossil-fuel and waste-to-energy technologies makes her an outstanding addition to our Board,” said Kenneth Young, B&W Chairman and CEO. “Her strategic perspective will support both immediate priorities and long-term value creation as we continue delivering power solutions, carbon capture systems, environmental technologies, and comprehensive aftermarket services to meet the growing needs of our utility, data centers and industrial customers.”

She holds a doctorate in particle physics from Tufts University and an MBA from Carnegie Mellon Tepper School of Business.

About Babcock & Wilcox

Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises,Inc. is a leader in energy and environmental products and services for power and industrial markets worldwide. Follow us on LinkedInand learn more at babcock.com.

Forward-Looking Statements

B&W cautions that thisrelease contains forward-looking statements. These forward-looking statements are based on management’s current expectations andinvolve a number of risks and uncertainties. For a more complete discussion of these risk factors, see our filings with the Securitiesand Exchange Commission, including our most recent annual report on Form 10-K. If one or more of these risks or other risks materialize,actual results may vary materially from those expressed. We caution readers not to place undue reliance on these forward-looking statements,which speak only as of the date of this release, and we undertake no obligation to update or revise any forward-looking statement, exceptto the extent required by applicable law.

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