SEC Form 4 · accession 0001140361-17-011634

OVERSEAS SHIPHOLDING GROUP INC · OSG

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

Reporting owner

Officer — President and CEO · Director

Period of report

Mar 8, 2017

Accepted (ET)

Mar 10, 2017 · 4:36 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 share^F1,F2	Mar 8, 2017	M	118,751	—	A	138,639	D
Class A Common Stock, par value $.01 per share^F1,F2	Mar 8, 2017	F	33,108	$4.86	D	105,531	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F2,F3	—	Mar 8, 2017	M	118,751	D	—	—	Class A Common Stock	0	237,504	D

F1These 118,751 shares of Class A Common Stock were acquired upon the settlement of 118,751 restricted stock units on March 8, 2017 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, 33,108 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 118,751 restricted stock units vested on January 1, 2017 and were settled in shares of Class A Common Stock as reported in Table I on this Form 4.