SEC Form 4 · accession 0001012975-16-001351

OVERSEAS SHIPHOLDING GROUP INC · OSG

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

Reporting owner

BHR Capital LLC

10% Owner

Period of report

Dec 31, 2015

Accepted (ET)

Jul 13, 2016 · 3:41 pm EDT

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^{F1,F2,F3,F4,F5}	Dec 31, 2015	J	37,642	—	D	5,006,948	I	See footnote
Class A Common Stock^F5	Feb 25, 2016	S	7,248	$2.14	D	4,999,700	I	See footnote
Class A Common Stock^F5	Feb 26, 2016	S	32,152	$2.12	D	4,967,548	I	See footnote
Class A Common Stock^F5	Feb 29, 2016	S	17,500	$2.08	D	4,950,048	I	See footnote
Class A Common Stock^F5	Mar 1, 2016	S	193,330	$2.07	D	4,756,718	I	See footnote
Class A Common Stock^F5	Mar 2, 2016	S	237,835	$2.08	D	4,518,883	I	See footnote
Class A Common Stock^F5	Mar 3, 2016	S	61,568	$2.08	D	4,457,315	I	See footnote
Class A Common Stock^F5	Mar 29, 2016	S	46,926	$1.93	D	4,410,389	I	See footnote
Class A Common Stock^F3,F6,F7	Mar 29, 2016	S	4,216	$1.93	D	181,204	I	See footnote
Class A Common Stock^F3,F8	Mar 29, 2016	S	65,380	$1.93	D	2,809,779	I	See footnote
Class A Common Stock^F2,F3,F9	holding	—	—		—	5,832,758	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class A Warrant (right to buy)^{F1,F2,F4,F5,F10}	$0.01	Dec 31, 2015	J	104,548	D	—	Aug 5, 2039	Class A Common Stock	119,393	13,907,077	I
Class A Warrant (right to buy)^F5,F10	$0.01	Mar 8, 2016	S	1,526,637	D	—	Aug 5, 2039	Class A Common Stock	1,743,419	12,380,440	I
Class A Warrant (right to buy)^F5,F10	$0.01	Mar 23, 2016	S	5,731,649	D	—	Aug 5, 2039	Class A Common Stock	6,545,543	6,648,791	I
Class A Warrant (right to buy)^F6,F7,F10	$0.01	Mar 23, 2016	S	504,850	D	—	Aug 5, 2039	Class A Common Stock	576,538	0	I
Class A Warrant (right to buy)^F8,F11	$0.01	Mar 23, 2016	S	1,163,501	D	—	Aug 5, 2039	Class A Common Stock	1,328,718	6,664,858	I
Class A Warrant (right to buy)^F8,F11	$0.01	Mar 29, 2016	S	6,664,858	D	—	Aug 5, 2039	Class A Common Stock	7,611,267	0	I
Class A Warrant (right to buy)^F2,F9,F11	$0.01	holding	—	—	—	—	Aug 5, 2039	Class A Common Stock	18,501,491	16,200,956	I

Explanation of responses

F1This transaction was a distribution in kind of the reported securities to shareholders upon such shareholders' exercise of their redemption rights.
F10The securities are not currently exercisable due to regulatory restrictions and will not become exercisable until they are held by a U.S. person.
F11The securities are currently exercisable.
F2Reflects a transfer of 523,234 shares of Class A Common Stock and 1,598,651 Class A Warrants from BHR Master to BHR-OSG on September 30, 2015, which was exempt from reporting pursuant to Rule 16a-13.
F3Reflects a stock dividend received from the Issuer on December 15, 2015 in the following amounts: 458,599 for BHR Master; 16,856 for BHR OC Master; 261,378 for BHR OC OSG and 530,250 for BHR-OSG. This receipt of the stock dividend was exempt from reporting pursuant to Rule 16a-9.
F4Reflects a clerical error in the Form 3 filed on July 27, 2015, which reported (i) 5,109,227 shares of Class A Common Stock instead of 5,109,225 shares of Class A Common Stock and (ii) 15,610,274 Class A Warrants instead of 15,610,276 Class A Warrants.
F5The securities are directly held by BHR Master Fund, Ltd. ("BHR Master"). The Reporting Person serves as investment adviser to BHR Master and disclaims pecuniary interest in the reported securities except to the extent of its economic interest.
F6Reflects a clerical error in the Form 3 filed on July 27, 2015, which reported (i) 168,563 shares of Class A Common Stock instead of 168,564 shares of Class A Common Stock and (ii) 504,851 Class A Warrants instead of 504,850 Class A Warrants.
F7The securities are directly held by BHR OC Master Fund, Ltd. ("BHR OC Master"). The Reporting Person serves as investment adviser to BHR OC Master and disclaims pecuniary interest in the reported securities except to the extent of its economic interest.
F8The securities are directly held by BHR OC OSG On-Shore Funding LLC ("BHR OC OSG"). The Reporting Person serves as investment adviser to BHR OC OSG and disclaims pecuniary interest in the reported securities except to the extent of its economic interest.
F9The securities are directly held by BHR-OSG On-Shore Funding LLC ("BHR-OSG"). The Reporting Person serves as managing member to BHR-OSG and disclaims pecuniary interest in the reported securities except to the extent of its economic interest.