SEC Form 4 · accession 0000075208-18-000008
OVERSEAS SHIPHOLDING GROUP INC · OSG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Damon Mote
Officer — VP & Chief Admin Officer
Period of report
Feb 8, 2018
Accepted (ET)
Feb 12, 2018 · 7:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000075208
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | $0.00 | Feb 8, 2018 | A | 33,824 | A | — | — | Class A Common Stock | 33,824 | 33,824 | D |
| Restricted Stock UnitsF2 | $0.00 | Feb 8, 2018 | A | 16,912 | A | — | — | Class A Common Stock | 16,912 | 16,912 | D |
| Restricted Stock UnitsF3 | $0.00 | Feb 8, 2018 | A | 16,912 | A | — | — | Class A Common Stock | 16,912 | 16,912 | D |
Explanation of responses
- F1(1) - These restricted stock units were granted pursuant to the Overseas Shipholding Group, Inc. ("OSG") Management Incentive Compensation Plan (the "Plan") and vest as to one-third of such units on each of the first, second and the third anniversaries of February 8, 2018 (the "Vesting Commencement Date"). Each unit represents the right to acquire one share of Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board (the "Committee") in its discretion. Settlement must occur no later than 60 days after the vesting date.
- F2(2) - These restricted stock units were granted pursuant to the Plan and vest on December 31, 2020 at the end of the three-year performance period. Each unit represents the right to acquire one share of Class A Common Stock,subject to the satisfaction of the applicable performance goal. Settlement of the vested units may be in either shares of Class A Common Stock or cash, as determined by the Committee in its discretion. Settlement must occur no later than 60 days after the date of the Committee's certification following the end of the performance period of the level of attainment of the applicable performance goal.
- F3(3) - These restricted stock units were granted pursuant to the Plan and vest on December 31, 2020 at the end of the three-year performance period. Each unit represents the right to acquire one share of Class A Common Stock,subject to the satisfaction of the applicable performance goal. Settlement of the vested units may be in either shares of Class A Common Stock or cash, as determined by the Committee in its discretion. Settlement must occur no later than 60 days after the date of the Committee's certification following the end of the performance period of the level of attainment of the applicable performance goal.