SEC Form 4 · accession 0000075208-18-000002
OVERSEAS SHIPHOLDING GROUP INC · OSG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Samuel H Norton
Officer — President and CEO · Director
Period of report
Jan 1, 2018
Accepted (ET)
Jan 2, 2018 · 5:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000075208
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock, par value $.01 per shareF1,F2 | Jan 1, 2018 | M | 118,752 | $0.00 | A | 293,183 | D | |
| Class A Common Stock, par value $.01 per shareF1,F2 | Jan 1, 2018 | F | 34,734 | $2.74 | D | 258,449 | 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 UnitsF2,F3 | $0.00 | Jan 1, 2018 | M | 118,752 | D | — | — | Class A Common Stock | 118,752 | 118,752 | D |
Explanation of responses
- F1These 118,752 shares of Class A Common Stock were acquired upon the settlement of 118,752 restricted stock units on January 1, 2018 pursuant to the Overseas Shipholding Group, Inc. Management Incentive Plan, which vested units were settled in shares of Class A Common Stock. Restricted stock units convert into common stock on a one-for-one basis. In connection with the vesting of the units, 34,734 shares of Class A Common Stock were withheld by the registrant in payment of the reporting person's tax withholding liability incurred as a result of the vesting of the units.
- F2The number of shares of Class A Common Stock underlying the reporting person's restricted stock units was adjusted in connection with, and to reflect the impact of, the transaction pursuant to which the registrant spun off its International Seaways, Inc. subsidiary.
- F3These 118,752 restricted stock units vested on January 1, 2018 and were settled in shares of Class A Common Stock as reported in Table I on this Form 4.