SEC Form 4 · accession 0001140361-16-056301
OVERSEAS SHIPHOLDING GROUP INC · OSG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James D Small III
Officer — SVP,Secretary& General Counsel
Period of report
Mar 2, 2016
Accepted (ET)
Mar 3, 2016 · 4:10 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 Stock, par value $.01 per shareF1 | Mar 2, 2016 | J | 56,410 | — | A | 56,410 | D | |
| Class A Common Stock, par value $.01 per shareF1 | Mar 2, 2016 | F | 23,253 | — | D | 33,157 | 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 UnitsF1,F2 | $0.00 | Mar 2, 2016 | J | 51,282 | D | — | — | Class A Common Stock | 56,410 | 102,564 | D |
Explanation of responses
- F1These 56,410 shares of Class A Common Stock were acquired upon the vesting of 51,282 restricted stock units on March 2, 2016 pursuant to the Overseas Shipholding Group, Inc. ("OSG") Management Incentive Plan, which vested units were settled in shares of Class A Common Stock. Each unit represents the right to acquire 1.1 shares of Class A Common Stock (reflecting the stock dividend of one share of Class A Common Stock for every ten shares of Class A Common Stock paid in December 2015). In connection with the vesting of the units, 23,253 shares of Class A Common Stock were withheld by OSG in payment of the reporting person's tax withholding liability incurred as a result of the vesting of the units.
- F2These 51,282 restricted stock units vested on March 2, 2016 and were settled in shares of Class A Common Stock as reported in Table I on this Form 4.