Welcome to our dedicated page for Costamare Bulkers Holdings SEC filings (Ticker: CMDB), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Costamare Bulkers Holdings Limited filings document the disclosure record of a foreign private issuer operating dry bulk vessels and the CBI dry bulk platform. Form 6-K reports furnish quarterly financial results, interim consolidated statements, predecessor carve-out financial statements, and press releases tied to Form 20-F annual reporting.
The filings also cover the company’s completed 2025 spin-off from Costamare Inc., NYSE-listed common stock, registration statement incorporation by reference, strategic cooperation materials, board appointments, a shareholders rights agreement amendment, and Series B high-vote, non-economic preferred stock used in voting-control and ownership-structure disclosures.
Costamare Bulkers Holdings Ltd director Katerina Eleftheriou has filed an initial insider ownership report. The Form 3 shows she directly holds 800 shares of the company’s common stock, par value $0.0001 per share.
The filing records her existing position and does not list any specific purchase or sale transactions.
CMDB submitted a Form 144 notice for the proposed sale of 15,825 common shares reported as payment for past services dated 07/02/2025. The broker listed is Morgan Stanley Smith Barney LLC at 1 New York Plaza. The excerpt also shows prior sale activity of 2,793 common shares on 12/10/2025 by DILOFO HOLDINGS LIMITED for $45,919.99.
Costamare Bulkers Holdings Limited reported its second full quarter as an independent company with Q4 2025 total voyage revenue of $218.5 million and a net loss of $18.2 million, or $0.75 per share. On an adjusted basis, Q4 net loss narrowed to $1.7 million, or $0.07 per share, excluding non-cash and non-recurring items tied mainly to operating platform realignment and vessel sales. For the year ended December 31 2025, voyage revenue reached $597.2 million, with a net loss of $37.4 million and adjusted net loss of $12.2 million, or $0.74 per share. Liquidity was strong, with total liquidity of about $311.0 million, including $226.3 million of cash and margin deposits and $84.7 million of undrawn facilities, against debt of $155.6 million, leaving a net cash position. The company operated an owned fleet of 31 dry bulk vessels with 97.5% utilization in Q4 and also chartered in an average of 39.3 third-party vessels, while executing a fleet renewal strategy through the sale of older ships and the agreed acquisition of a 2018-built vessel.
Costamare Bulkers Holdings Limited submitted a Form 6-K as a foreign private issuer for December 2025. The filing primarily makes two sets of unaudited financial statements available to U.S. investors and links them to an existing shelf registration statement.
The company is furnishing unaudited interim condensed consolidated financial statements for the nine-month period ended September 30, 2025, along with unaudited interim predecessor combined carve-out financial statements for the period from January 1, 2025 to May 6, 2025. These exhibits are incorporated by reference into Costamare Bulkers’ effective Form F-3 shelf registration, allowing those financials to be used in connection with future securities offerings under that registration.
Costamare Bulkers Holdings Limited furnished a Form 6-K, providing a press release and a financial report for the third quarter and nine-month period ended September 30, 2025. The filing lists Exhibit 99.1 (press release) and Exhibit 99.2 (financial report).
The company states that Exhibit 99.2 will be incorporated by reference into its effective Form F-3 registration statement (File No. 333-287685), to the extent not superseded by later filings. This is an administrative update that makes the latest quarterly materials available to U.S. investors.
Costamare Bulkers Holdings Limited amended its Shareholders Rights Agreement to lower the trigger for a U.S. Person becoming an “Acquiring Person” to 5% ownership of common stock, subject to defined exceptions. The threshold for non‑U.S. Persons is unchanged.
The Board will also exempt certain existing U.S.-based passive investors that file on Schedule 13G, provided they remain eligible for 13G and do not beneficially own 6.5% or more. Existing U.S. holders at or above 5% as of the public announcement are grandfathered so long as they do not exceed their current percentage, subject to customary exceptions.
The Board approved the change to protect stockholder value following China’s Ministry of Transport announcement on special port fees for U.S.-linked vessels and related guidance, and to strengthen the Company’s response to potential U.S. Person accumulations. The Company is monitoring developments and expects to rescind the amendment and reinstate prior terms when the Board determines the changes are no longer necessary.
Konstantinos Konstantakopoulos filed Amendment No. 2 to Schedule 13D regarding Costamare Bulkers Holdings Ltd (CMDB). He reports beneficial ownership of 7,458,806 shares, representing 30.9% of the common stock, based on 24,119,963 shares outstanding. The event date is 10/16/2025.
The filing attributes his stake to direct and indirect holdings, including Kent Maritime Investments S.A. (2,985,999 shares; 12.4%), Costamare Shipping Company S.A. (846 shares; 0%), Longshaw Maritime Investments S.A. (945,318 shares; 3.9%), and one-half of the shares owned by Costamare Shipping Services Ltd. (731,950 shares; 3.0%). Voting and dispositive power are listed as sole for the reported amounts. The amendment also references recent transaction details in Exhibit 99.1.
Costamare Bulkers Holdings Limited (NYSE: CMDB) disclosed a governance-focused transaction: it entered a Stock Subscription Agreement under which Konstantinos Konstantakopoulos will purchase 235 shares of a new, high‑vote, non‑economic Series B Preferred Stock for an aggregate $235.
Each preferred share carries 50,000 votes on all shareholder matters but has no dividend or distribution rights and only par value upon liquidation. The move was established in connection with a October 10, 2025 announcement by China’s Ministry of Transport regarding special port fees for U.S.-linked vessels. Following completion, the Konstantakopoulos family (none are U.S. persons) will control approximately 76.4% of the Company’s voting rights, up from about 65%, helping ensure U.S. persons cannot control over 25% of voting power.
The Series B is redeemable at the Company’s option—exercisable solely by the independent directors—at $1 per share, and all rights automatically terminate on the fifth anniversary of issuance. The Audit Committee of independent, disinterested directors reviewed and unanimously recommended approval.
Costamare Bulkers Holdings Limited reported that its board of directors appointed Mr. Dimitrios Sofianopoulos as a Class I director, effective October 2, 2025. He brings over 35 years of experience in the shipping sector and has worked with the Costamare group for the last 18 years. Mr. Sofianopoulos is qualified as both a Greek and UK lawyer and previously served as an equity partner at a major international law firm in New York, London, Monaco and Athens. Over his career, he has been involved in a wide range of shipping-related transactions, including mergers and acquisitions, IPOs, joint ventures, loan portfolios, commercial lending, leasing, fleet acquisitions and charter arrangements.
Costamare Bulkers Holdings Limited entered into a Strategic Cooperation Agreement with Cargill International S.A.. The company will transfer to Cargill the majority of its operating platform trading book, including most third-party chartered-in vessels, cargo transportation commitments and derivative positions, subject to counterparty consents. The net consideration for this transfer is expected to be immaterial to Costamare Bulkers.
The company believes this move will reduce its exposure to the volatile trading business and lead to more stable and predictable earnings while keeping its operating platform under Costamare Bulkers Inc. as a core part of its model. Costamare Bulkers and Cargill also plan broader cooperation in dry bulk, including bunker procurement, decarbonisation and vessel efficiency projects, and four additional Supramax time charters of owned vessels for four to six months.
After the transfer, a smaller book of third-party chartered-in vessels will remain under Costamare Bulkers Inc. Separately, Jens Jacobsen resigned as a director and Chief Commercial Officer of the company, and as a director of Costamare Bulkers Services ApS, on September 26, 2025.