SEC Form 4 · accession 0000075208-18-000137
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
Dec 15, 2018
Accepted (ET)
Dec 18, 2018 · 5:10 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 StockF1 | Dec 15, 2018 | A | 357,995 | $0.00 | A | 983,836 | D | |
| Class A Common StockF2 | Dec 15, 2018 | F | 133,358 | $2.095 | D | 850,478 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares of restricted stock (the "Shares") were granted pursuant to the Overseas Shipholding Group, Inc. ("OSG") Management Incentive Compensation Plan (the "Plan"). The Shares vested immediately upon grant. The reporting person has agreed to retain ownership of the Shares until the earlier to occur of: (x) the third (3rd) anniversary of the date of such acquisition; or (y) the six (6)-month anniversary of the reporting person of Separation from Service due to termination by the Company without Cause or by the reporting person for Good Reason. Capitalized terms not otherwise defined in this report shall have the meanings ascribed in that certain employment agreement by and between OSG and the reporting person dated as of December 15, 2018.
- F2In connection with the vesting of the Shares, 133,358 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 Shares.