The filing confirms insider alignment with the merger — the CEO and BFAM have committed to vote their 12.4% stake in favor. The special meeting is November 4, 2026. Monitor the vote outcome and any potential competing bids; the $43.00/share cash price represents the likely terminal value for shareholders.
Price Chart
Executive Summary
CEO Gary Bowman and his family entity BFAM filed Amendment No. 8 to their Schedule 13D, disclosing a 12.4% beneficial stake in Bowman Consulting Group. The amendment reports recent charitable gifts and Rule 10b5-1 plan sales, and confirms entry into a Voting and Support Agreement with the acquirer in the pending $43.00/share merger. The filing is a routine update to an existing activist/insider position, with no change in purpose or escalation.
Key Financial Metrics
Key Facts
- Gary Bowman and BFAM beneficially own 12.4% of Bowman Consulting Group common stock as of October 1, 2026.
- On September 15, 2026, 87,000 shares (Mr. Bowman) and 58,000 shares (BFAM) were gifted to a charitable donor-advised fund for no consideration.
- On September 23, 2026, 37,500 shares (Mr. Bowman) and 22,500 shares (BFAM) were sold at $42.553/share under a Rule 10b5-1 trading plan adopted June 6, 2025.
- The June 2025 trading plan terminated on September 25, 2026, after selling 112,500 shares (Mr. Bowman) and 67,500 shares (BFAM) between September 2025 and September 2026.
- A March 2026 trading plan was terminated on September 15, 2026 before any transactions were executed.
- The Reporting Persons entered into a Voting and Support Agreement with the acquirer in the pending merger, agreeing to vote their shares in favor of the $43.00/share cash deal.
- The merger is expected to close in Q4 2026, subject to stockholder approval at a special meeting on November 4, 2026.
Financial Impact
No material financial impact from this filing. The 13D/A reports routine insider transactions (gifts and pre-planned sales) and confirms support for the pending $43.00/share merger. The CEO's stake is 12.4%.
Risk Factors
- Merger may fail to receive stockholder approval or satisfy closing conditions.
- Insider sales under the 10b5-1 plan were pre-planned and do not signal a change in conviction.
- Charitable gifts reduce the CEO's direct economic exposure but do not affect voting commitment under the Support Agreement.
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| SC 13D/A Filing (Primary) | 0000929638-26-003987 |
| Document: 0000929638-26-003987-index.html | 0000929638-26-003987 |
| Document: 0000929638-26-003987.txt | 0000929638-26-003987 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 4d ago | SC 13D/A | $42.83 | awaiting T+20 | — | $42.84 (+0.02%) |
Oct 14, 2026 12d ago | DEFA14A | $42.79 | awaiting T+20 | — | $42.84 (+0.12%) |
Oct 14, 2026 12d ago | DEFA14A | $42.79 | awaiting T+20 | — | $42.84 (+0.12%) |
Oct 5, 2026 22d ago | DEFM14A | $42.76 | awaiting T+20 | — | $42.84 (+0.19%) |
Sep 25, 2026 4w ago | PREM14A | $42.61 $42.85 | ▲ +0.56% | ▲ +0.59% | $42.84 (+0.54%) |
Sep 14, 2026 6w ago | DEFA14A | $42.46 $42.74 | ▲ +0.66% | ▼ −2.06% | $42.84 (+0.89%) |
Sep 14, 2026 6w ago | DEFA14A | $42.46 $42.74 | ▲ +0.66% | ▼ −2.06% | $42.84 (+0.89%) |
Sep 14, 2026 6w ago | DEFA14A | $42.46 $42.74 | ▲ +0.66% | ▼ −2.06% | $42.84 (+0.89%) |
Sep 14, 2026 6w ago | DEFA14A / 8-K | $42.43 $42.80 | ▲ +0.87% | ▼ −1.39% | $42.84 (+0.97%) |
Sep 14, 2026 6w ago | Press Release | $42.43 $42.80 | ▲ +0.87% | ▼ −1.39% | $42.84 (+0.97%) |
US Market Status
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