SEC Form 4 · accession 0001140361-17-014242

International Seaways, Inc. · INSW

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James D Small III

Officer — CAO, S & General Counsel

Period of report

Mar 29, 2017

Accepted (ET)

Mar 31, 2017 · 8:19 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001679049

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, no par value per share^F1	Mar 30, 2017	J	5,253	—	A	10,516	D
Common Stock, no par value per share^F1	Mar 30, 2017	F	2,156	—	D	8,360	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F2	$19.13	Mar 29, 2017	A	18,411	A	—	Mar 29, 2027	Common Stock	18,411	18,411	D
Restricted Stock Units^F3	$0.00	Mar 29, 2017	A	8,276	A	—	—	Common Stock	8,276	8,276	D
Restricted Stock Units^F4	$0.00	Mar 30, 2017	D	5,253	A	—	—	Common Stock	5,253	10,507	D

Explanation of responses

F1These 5,253 shares of Common Stock were acquired upon the vesting of 5,253 restricted stock units on March 30, 2017 pursuant to the International Seaways, Inc. Management Incentive Compensation Plan (the "Plan") which vested units settled in shares of Common Stock. In connection with the vesting of the units, 2,156 shares were withheld by International Seaways, Inc. ("INSW") in payment of the Reporting Person's tax withholding liability incurred as a result of the vesting of the units.
F2On March 29, 2017, INSW granted the Reporting Person pursuant to the Plan 18,411 options to purchase 18,411 shares of Common Stock at an exercise price of $19.13 per share which will become exercisable as to one third of such shares on the first, second and third anniversary of the date of grant.
F3On March 29, 2017, INSW granted the Reporting Person pursuant to the Plan 8,276 restricted stock units which units vest as to one-third of such units on each of the first, second and third anniversaries of the date of the grant. Each unit represents the right to acquire one share of Common Stock. Settlement of vested units which may be in either shares of Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion. Settlement must occur no later than March 15 of the calendar year following the vesting of the units.
F4These 5,253 restricted stock units vested on March 30, 2017 and were settled in shares of Common Stock as reported in Table I of this Form 4.