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CMB.TECH (NYSE: CMBT) shareholders back $130m–$200m premium payout plan

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6-K

Rhea-AI Filing Summary

CMB.TECH NV reports that its General Meeting of Shareholders approved the annual accounts for the year ended 31 December 2025 and all other resolutions proposed by the Supervisory Board. Shareholders confirmed multiple Supervisory Board reappointments and appointments, including independent members Catharina Scheers, Gudrun Janssens and Carl E. Steen, each for three-year terms to meetings through 2029.

The meeting also approved a shareholder distribution of a minimum of USD 130 million and maximum of USD 200 million out of available share premium. This fulfills one condition for a potential distribution of USD 0.64 per share referenced in an earlier company announcement. CMB.TECH plans to announce its Q2 2026 results on 27 August 2026.

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Insights

CMB.TECH gains shareholder backing for 2025 accounts and a sizable capital distribution.

The General Meeting approved the 2025 annual accounts and all Supervisory Board proposals, which supports governance continuity. Several Supervisory Board members were reappointed or confirmed for three-year terms, providing stability in oversight for the period through the 2029 ordinary meeting.

The meeting also approved a distribution from share premium of at least USD 130 million and up to USD 200 million. This satisfies a condition for a potential USD 0.64 per share payout mentioned in a prior release, indicating an intention to return capital to shareholders while details and timing follow the company’s earlier communication.

Minimum distribution USD 130 million Approved shareholder distribution out of available share premium
Maximum distribution USD 200 million Upper limit of approved distribution out of share premium
Per-share amount USD 0.64 per share Referenced distribution amount in prior press release; condition partly satisfied
Accounts approval year 2025 Annual accounts for year ended 31 December 2025 approved
Board term end 2029 Supervisory Board member terms until ordinary meeting held in 2029
Q2 2026 results date 27 August 2026 Planned announcement date for Q2 2026 results
Fleet size about 250 vessels Combined fleet across dry bulk, tankers, container and offshore energy vessels
General Meeting of Shareholders financial
"announces that today the General Meeting of Shareholders has approved the annual accounts"
A general meeting of shareholders is a scheduled gathering where people who own shares vote on important company decisions—such as electing directors, approving financial reports, deciding dividends, or authorizing major transactions. It matters to investors because the outcomes shape who runs the company, its strategy and payout policy, and can directly influence future profits and the stock’s value; think of it as a homeowners’ association meeting where owners set rules that affect everyone’s property.
Supervisory Board financial
"All other resolutions proposed by CMB.TECH’s Supervisory Board were also approved"
A supervisory board is an independent oversight body that watches over a company’s executive managers, reviews strategy, approves major decisions, and hires or removes top executives. It acts like an impartial group of guardians or referees who make sure managers are running the business responsibly and within agreed rules. Investors care because strong oversight can reduce risks, improve accountability, and protect long‑term shareholder value.
share premium financial
"approved the proposed shareholder distribution of minimum USD 130 million and maximum USD 200 million out of the available share premium"
Share premium is the extra amount investors pay when a company issues new shares above the shares’ stated face (par) value — like paying more than a ticket’s face price because it’s in demand. It matters to investors because that extra money becomes part of the company’s equity, strengthening the balance sheet without adding debt and signaling market interest; it can also be used for certain corporate actions such as buybacks or covering issuance costs.
independent director financial
"reappoint independent director Catharina Scheers as member of the Supervisory Board"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
forward-looking statements regulatory
"Matters discussed in this press release may constitute forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Continuing Obligations regulatory
"This information is published in accordance with the requirements of the Continuing Obligations on Euronext Oslo Børs"



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-36810

CMB.TECH NV

De Gerlachekaai 20
2000 Antwerp
Belgium
+32-3-247-59-11
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [X] Form 40-F [ ]







INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached hereto as Exhibit 99.1 is a copy of the press release of CMB.TECH NV (the “Company”), dated May 21, 2026, announcing the results of the General Meeting of Shareholders held on May 21, 2026.







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
CMB.TECH NV
 
(Registrant)
 
 
Dated: May 21, 2026
 
 
 
 
By:
/s/ Ludovic Saverys
 
 
Ludovic Saverys
 
 
Chief Financial Officer




Exhibit 99.1

   
PRESS RELEASE
Thursday 21 May 2026 – 17:00 CET

Regulated information



CMB.TECH RESULTS GENERAL MEETINGS

ANTWERP, Belgium, 21 May 2026 – CMB.TECH NV (“CMBT”, “CMB.TECH” or “the company”) (NYSE: CMBT, Euronext Brussels: CMBT and Euronext Oslo Børs: CMBTO) announces that today the General Meeting of Shareholders has approved the annual accounts for the year ended 31 December 2025. All other resolutions proposed by CMB.TECH’s Supervisory Board were also approved.


Reappointment of Supervisory Board members for a period of three years

Shareholders voted to reappoint independent director Catharina Scheers as member of the Supervisory Board until and including the ordinary shareholders’ meeting to be held in 2029. Furthermore, the General Meeting approved the reappointment of Debemar BV, permanently represented by Patrick De Brabandere, as non-independent member of the Supervisory Board for the same three-year term.

The General Meeting also approved the resignation of Bjarte Bøe as non-independent member of the Supervisory Board and the appointment of Bobship AS, permanently represented by Bjarte Bøe, as non-independent member of the Supervisory Board until the ordinary shareholders’ meeting to be held in 2029.

In addition, the General Meeting confirmed the co-optation and approved the appointment of Ms. Gudrun Janssens and Mr. Carl E. Steen as independent members of the Supervisory Board for a period of three years.

Shareholder distribution out of the available share premium
The general meeting also approved the proposed shareholder distribution of minimum USD 130 million and maximum USD 200 million out of the available share premium. This approval satisfies one of the conditions for approval by the Supervisory Board of a distribution of USD 0.64 per share, as referred to in the Company’s press release of 19 May 2026.

All other resolutions were approved as well and can be found in the convening notice on the CMB.TECH website.

The minutes of the General and Special general meeting of shareholders will be uploaded on the
CMB.TECH website in the “Investors” section under “General meetings”.

Announcement Q2 2026 results – 27 August 2026
 
 
 

About CMB.TECH
CMB.TECH (all capitals) is one of the largest listed, diversified and future-proof maritime groups in the world with a combined fleet of about 250 vessels: dry bulk vessels, crude oil tankers, chemical tankers, container vessels and offshore energy vessels. CMB.TECH also offers hydrogen and ammonia fuel to customers, through own production or third-party producers.
CMB.TECH is headquartered in Antwerp, Belgium, and has offices across Europe, Asia and Africa.
CMB.TECH is listed on Euronext Brussels and the NYSE under the ticker symbol “CMBT” and on Euronext Oslo Børs under the ticker symbol “CMBTO”.
More information can be found at https://cmb.tech
Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbour protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The Company desires to take advantage of the safe harbour provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbour legislation. The words "believe", "anticipate", "intends", "estimate", "forecast", "project", "plan", "potential", "may", "should", "expect", "pending" and similar expressions identify forward-looking statements.





   
PRESS RELEASE
Thursday 21 May 2026 – 17:00 CET

Regulated information


 

The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.
In addition to these important factors, other important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the failure of counterparties to fully perform their contracts with us, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for tanker vessel capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other  factors. Please see our filings with the United States Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties.
This information is published in accordance with the requirements of the Continuing Obligations on Euronext Oslo Børs.




FAQ

What did CMB.TECH (CMBT) shareholders approve at the May 2026 General Meeting?

Shareholders approved the annual accounts for the year ended 31 December 2025 and all resolutions proposed by the Supervisory Board. They also backed several Supervisory Board reappointments and appointments, confirming the company’s board composition for new three-year terms through future meetings in 2029.

What capital distribution did CMB.TECH (CMBT) shareholders authorize?

Shareholders approved a distribution out of available share premium of at least USD 130 million and up to USD 200 million. This decision provides the basis for a significant cash return to investors, subject to the Supervisory Board’s approval and conditions outlined in earlier company communications.

How does the USD 0.64 per share figure relate to CMB.TECH’s approved distribution?

The company states that shareholder approval of the USD 130–200 million share premium distribution satisfies one condition for Supervisory Board approval of a USD 0.64 per share distribution. This per-share amount was referenced in CMB.TECH’s separate press release dated 19 May 2026.

What changes were made to the CMB.TECH (CMBT) Supervisory Board at the meeting?

Shareholders reappointed independent director Catharina Scheers and non-independent Debemar BV, represented by Patrick De Brabandere, for three-year terms. They also approved board changes involving Bobship AS, and confirmed Gudrun Janssens and Carl E. Steen as new independent Supervisory Board members for three years.

When will CMB.TECH (CMBT) report its Q2 2026 financial results?

CMB.TECH indicates that its Q2 2026 results will be announced on 27 August 2026. This upcoming disclosure will provide investors with updated financial performance and operational information following the shareholder approvals granted at the May 2026 General Meeting.

Where can investors find detailed resolutions and minutes from CMB.TECH’s General Meetings?

The company notes that all approved resolutions can be found in the convening notice available on the CMB.TECH website. It also states that the minutes of the General and Special General Meetings will be uploaded to the Investors section under the General meetings area.

Filing Exhibits & Attachments

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