SEC Form 4 · accession 0001140361-19-004501
GENCO SHIPPING & TRADING LTD · GNK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Apostolos Zafolias
Officer — Chief Financial Officer
Period of report
Mar 4, 2019
Accepted (ET)
Mar 6, 2019 · 5:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001326200
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 6, 2019 | M | 1,217 | $0.00 | A | 2,812 | D | |
| Common StockF2,F3 | Mar 6, 2019 | S | 608 | $8.6492 | D | 2,204 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | Mar 4, 2019 | A | 8,939 | A | — | — | Common Stock | 8,939 | 8,939 | D |
| OptionF6 | $8.39 | Mar 4, 2019 | A | 20,270 | A | Mar 4, 2020 | Mar 4, 2025 | Common Stock | 20,270 | 20,270 | D |
| Restricted Stock UnitsF4,F7 | — | Mar 6, 2019 | M | 1,217 | D | — | — | Common Stock | 1,217 | 2,435 | D |
| OptionF8 | $13.69 | holding | — | — | — | Feb 27, 2019 | Feb 27, 2024 | Common Stock | 11,962 | 11,962 | D |
| WarrantF9 | $259.10 | holding | — | — | — | Aug 7, 2015 | Aug 7, 2020 | Common Stock | 4,070 | 40,709 | D |
| WarrantF9 | $287.30 | holding | — | — | — | Aug 7, 2015 | Aug 7, 2020 | Common Stock | 4,218 | 42,186 | D |
| WarrantF9 | $341.90 | holding | — | — | — | Aug 7, 2015 | Aug 7, 2020 | Common Stock | 6,343 | 63,437 | D |
| Warrant | $209.90 | holding | — | — | — | Jul 9, 2014 | Jul 9, 2021 | Common Stock | 190 | 1,902 | D |
Explanation of responses
- F1Includes 1,595 shares of the issuer's common stock which have been adjusted for the issuer's 1-for-10 reverse stock split that occurred on July 7, 2016.
- F2These shares were sold in order to satisfy the reporting person's tax obligations for restricted stock units that settled in shares of the issuer's common stock on March 6, 2019.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.64 to $8.66 (inclusive) on March 6, 2019. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F4Each restricted stock unit represents the right to receive one share of the issuer's common stock, or in the sole discretion of the issuer's Compensation Committee, the value of a share of common stock on the date that the restricted stock unit vests.
- F5These restricted stock units generally vest in equal installments on each of the first three anniversaries of March 4, 2019, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
- F6These options generally become exercisable in equal installments on each of the first three anniversaries of March 4, 2019.
- F7These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 27, 2018, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
- F8These options generally become exercisable in equal installments on each of the first three anniversaries of February 27, 2018.
- F9These warrants became exercisable in equal installments on each of the first three anniversaries of August 7, 2014.