SEC Form 4 · accession 0001140361-17-014243
International Seaways, Inc. · INSW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lois K Zabrocky
Officer — President and CEO
Period of report
Mar 29, 2017
Accepted (ET)
Mar 31, 2017 · 8:23 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 shareF1 | Mar 30, 2017 | J | 3,064 | — | A | 4,558 | D | |
| Common Stock, no par value per shareF1 | Mar 30, 2017 | F | 1,125 | — | D | 3,433 | 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 | 20,348 | A | — | Mar 29, 2027 | Common Stock | 20,348 | 20,348 | D |
| Restricted Stock UnitsF3 | $0.00 | Mar 29, 2017 | A | 9,147 | A | — | — | Common Stock | 9,147 | 9,147 | D |
| Restricted Stock UnitsF4 | $0.00 | Mar 30, 2017 | D | 3,064 | A | — | — | Common Stock | 3,064 | 6,083 | D |
Explanation of responses
- F1These 3,064 shares of Common Stock were acquired upon the vesting of 3,064 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, 1,125 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 20,348 options to purchase 20,348 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 9,147 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 3,064 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.