

| THE BABCOCK & WILCOX ENTERPRISES INC. | 06/05/2016 AGM | |
|---|---|---|
| 1.01 | Elect Cynthia S. Dubin | For |
| 1.02 | Elect Brian K. Ferraioli | For |
| 2 | Appoint the Auditors | For |
| 3 | Advisory vote on Executive Compensation | Oppose |
| 4 | Say When on Pay | 1 |
| 5 | Amend Existing Long Term Incentive Plan | Oppose |
| 6 | Amend the Executive Incentive Compensation Plan | Oppose |