13D Filing: Blue Harbour Group and BWX Technologies Inc. (BWXT)

The Reporting Persons used $42,193,685 (excluding brokerage commissions)
in the aggregate to purchase the shares of Common Stock reported in this Schedule 13D.

The source of the funds used to acquire the shares of Common Stock
reported herein is the working capital of the Manager, which at any given time may include funds borrowed on margin in the ordinary
course and on customary terms.

(a) – (b) As of the date hereof, the Reporting Persons beneficially
own an aggregate of 1,992,829 shares of Common Stock, which shares of Common Stock may be deemed to be beneficially owned by each
of Manager, Manager GP and Mr. Robbins, and which represent approximately 2.01% of the outstanding Common Stock. All percentages
set forth herein are based upon a total of 99,046,685 shares of Common Stock outstanding as of April 27, 2017, as reported in the
Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2017, filed with the SEC on May 1, 2017.

For purposes of disclosing the number of shares of Common Stock
beneficially owned by each of the Reporting Persons, Manager, Manager GP and Mr. Robbins may be deemed to own beneficially (as
that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) all shares of Common Stock that are owned beneficially
and directly by the Reporting Persons. Each of Manager, Manager GP and Mr. Robbins disclaims beneficial ownership of such shares
of Common Stock for all other purposes.

(c) Information concerning transactions in the Common Stock effected
by the Reporting Persons during the past sixty days is set forth in Schedule I hereto and is incorporated herein by reference.

(d) Not applicable.

(e) June 7, 2017.