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Costamare Inc. files its annual 20-F, outlining extensive risks tied to the cyclical container shipping market, charter-rate volatility and customer concentration. Five major liner customers generated 75%, 76% and 74% of containership revenues in 2023, 2024 and 2025.
The company reports a fleet of 79 containerships on a fully delivered basis with an average age of 13.9 years and 10 newbuilds scheduled between 2027 and 2028. As of December 31, 2025, total debt was about $1.5 billion, backed by covenants and interest-rate and currency hedges.
Key themes include exposure to trade protectionism, geopolitical conflicts, tightening environmental and climate rules, cybersecurity, counterparty and refinancing risk, and the potential need for significant capital spending that could limit cash available for dividends.
Costamare Inc. reported strong 2025 results from its core containership business following the spin-off of its dry bulk operations on May 6, 2025, which are now shown as discontinued operations. Net Income from continuing operations available to common stockholders was $370.989 million, or $3.09 per share, while Adjusted Net Income from continuing operations was $375.616 million, or $3.12 per share. For the fourth quarter, Net Income from continuing operations available to common stockholders was $72.614 million and Adjusted Net Income from continuing operations was $71.794 million, both at $0.60 per share.
The containership fleet is largely locked in, with 96% and 92% fixed for 2026 and 2027, supporting contracted revenues of about $3.4 billion and a TEU-weighted charter duration of 4.5 years. Liquidity at year-end included $570.3 million of cash and cash equivalents and $19.3 million in U.S. Treasury Bills. Costamare also controls Neptune Maritime Leasing, having invested $182.2 million toward a $247.8 million commitment, with 54 shipping assets funded or committed, totaling more than $665.0 million in investments and commitments.
Costamare Inc. filed a Form 6-K as a foreign private issuer for November 2025. The filing furnishes a press release reporting results for the third quarter and nine‑month period ended September 30, 2025, along with a detailed financial report for the same periods.
The financial report in Exhibit 99.2 is incorporated by reference into Costamare’s existing Form F‑3 shelf registration statements filed on July 6, 2016 and March 29, 2024, allowing those registration statements to use the updated third‑quarter 2025 financial information.
Costamare Inc. amended its Shareholders Rights Agreement to lower the trigger for U.S. Persons: the Rights become exercisable if a U.S. Person acquires beneficial ownership of 5% or more of common stock, subject to specified exceptions. For non-U.S. Persons, the existing threshold remains unchanged.
The amendment includes grandfathering: any U.S. Person already at or above 5% as of the public announcement will not be deemed an Acquiring Person so long as they do not exceed their current percentage. The Board will also exempt existing U.S.-based passive investors eligible to file on Schedule 13G, provided they do not beneficially own 6.5% or more and remain eligible for 13G status.
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 ability to respond to potential U.S. Person accumulations. The Company is monitoring developments and expects to rescind the amendment and reinstate prior terms if the Board determines the changes are no longer necessary.
Costamare Inc. announced a governance-focused issuance of 1,200 shares of new high-vote, non-economic Series F Preferred Stock to Konstantinos Konstantakopoulos for an aggregate $1,200. Each preferred share carries 50,000 votes, increasing the Konstantakopoulos family’s voting power from 63.6% to 75.7%.
The move follows a Chinese Ministry of Transport announcement on special port fees for U.S.-linked vessels and is designed to ensure U.S. persons cannot control over 25% of the Company’s voting power. The Series F carries no dividends or distributions beyond par value on liquidation. Shares are redeemable at $1 per share at any time at the sole discretion of independent directors, and all rights automatically terminate on the fifth anniversary of issuance. The Audit Committee, composed solely of independent and disinterested directors, reviewed and unanimously recommended approval.
Costamare Inc. filed a Form 6-K that incorporates by reference Exhibit 99.1, a Press Release dated October 2, 2025, titled "Costamare Inc. Announces Election of Class III Directors at 2025 Annual Meeting of Stockholders." The filing confirms the press release will be incorporated into the company's Form F-3 registration statements (File Nos. 333-212415 and 333-278366) to the extent not superseded by later filings or furnished information. The report is signed by Gregory G. Zikos, Chief Financial Officer.
Costamare Inc. submitted a Form 6-K as a foreign private issuer for August 2025. The filing mainly makes its unaudited interim condensed consolidated financial statements for the six-month period ended June 30, 2025 available as Exhibit 99.1.
The company states that this exhibit is incorporated by reference into its existing shelf registration statements on Form F-3 filed in July 2016 and March 2024. The report is signed on behalf of Costamare Inc. by its Chief Financial Officer, Gregory G. Zikos.