[SCHEDULE 13D/A] Danaos Corp SEC Filing

Rhea-AI Filing Summary

Danaos Investment Limited, as trustee of the 883 Trust, and Dr. John Coustas filed Amendment No. 9 to their Schedule 13D for Danaos Corporation (DAC), updating their beneficial ownership in the company’s common stock.

The filing reports beneficial ownership of 9,538,502 shares of common stock, representing 51.8% of Danaos’ outstanding shares. DIL, as trustee, has sole voting and dispositive power over these shares, while the trust beneficiaries are Dr. Coustas and his immediate family.

The update reflects that on November 14, 2025, 100,000 shares were granted to Dr. Coustas as a compensatory equity award and are held by DIL, and another 100,000 shares were acquired by DIL under an amended and restated management agreement. The amendment also adjusts the reported ownership percentage to reflect repurchases under Danaos’ common stock repurchase program.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

DANAOS CORPORATION

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

Y1968P121

(CUSIP Number)

Finnbarr D. Murphy
Goodwin Procter LLP, 620 Eighth Avenue
New York, NY, 10012
(212) 459-7257

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

11/14/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. Y1968P121

1

Name of reporting person

Danaos Investment Limited as Trustee of the 883 Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEW ZEALAND

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 9,538,502.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 9,538,502.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

9,538,502.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

51.8 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. Y1968P121

1

Name of reporting person

John Coustas

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

GREECE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 9,538,502.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 9,538,502.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

9,538,502.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

51.8 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

(1) These shares of Common Stock are held by Danaos Investment Limited as Trustee of the 883 Trust ("DIL"), which has sole voting and dispositive control over these shares of Common Stock. The beneficiaries of the 883 Trust are Dr. Coustas and members of his immediate family. The board of directors of DIL consists of five members, none of whom is a beneficiary of the 883 Trust or member of the Coustas family, and has voting and dispositive control over the shares held by the 883 Trust. Dr. Coustas has certain powers to remove and replace DIL as Trustee of the 883 Trust and, accordingly, he may be deemed to beneficially own these 9,538,502 shares of Common Stock. This does not necessarily imply economic ownership of the securities.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: DANAOS CORPORATION
(c)	Address of Issuer's Principal Executive Offices: c/o Danaos Shipping Co. Ltd., 14 Akti Kondyli, Piraeus, GREECE , 185 45.
Item 1 Comment: This Amendment No. 9 to the Statement on Schedule 13D originally filed on August 16, 2010, as amended by Amendment No. 1 on August 14, 2018, Amendment No. 2 on December 2, 2019, Amendment No. 3 on September 14, 2021, Amendment No. 4 on April 15, 2022, Amendment No. 5 on November 15, 2023 and Amendment No. 6 on November 13, 2024, Amendment No. 7 on January 16, 2025 and Amendment No. 8 on April 9, 2025 (the "Statement"), relates to the common stock, par value $0.01 per share ("Common Stock"), of Danaos Corporation, a Marshall Islands corporation (the "Company"), and is being filed by (i) Danaos Investment Limited, a company organized under the laws of New Zealand, as Trustee of the 883 Trust, a trust established under the laws of the Cayman Islands ("DIL"), and (ii) Dr. John Coustas ("Dr. Coustas" and, together with DIL as Trustee of the 883 Trust, the "Reporting Persons"). Information given in response to each item below shall be deemed incorporated by reference in all other items below. Unless indicated otherwise, all items left blank remain unchanged, and any items which are amended below are deemed to amend and update the existing items in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Statement is hereby amended by adding the following paragraph prior to the last paragraph of Item 3: See the responses to Items 4, 5 and 6, which are incorporated by reference herein.
Item 4.	Purpose of Transaction
	Item 4 of the Statement is hereby amended by adding the following paragraphs to the end of Item 4: This Amendment No. 9 updates the number of shares of Common Stock beneficially owned by the Reporting Persons to reflect that on November 14, 2025, 100,000 shares of Common Stock were granted to Dr. Coustas as a compensatory equity award and are held by DIL and 100,000 shares were acquired by DIL pursuant to the Amended and Restated Management Agreement. This Amendment No. 9 also updates the percentage of outstanding Common Stock of the Company beneficially owned by the Reporting Persons, including to reflect repurchases under the Company's common stock repurchase program.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of the Statement is hereby amended and restated to read as follows: DIL, as Trustee of the 883 Trust, is the owner of 9,538,502 shares of Common Stock, which represents 51.8% of the outstanding shares of Common Stock. DIL, as Trustee of the 883 Trust, has sole voting and dispositive control over these shares of Common Stock. The beneficiaries of the 883 Trust are Dr. Coustas and members of his immediate family. The board of directors of DIL consists of five members, none of whom is a beneficiary of the 883 Trust or member of the Coustas family, or has voting and dispositive control over the shares held by the 883 Trust. Dr. Coustas has certain powers to remove and replace DIL as Trustee of the 883 Trust and, accordingly, he may be deemed to beneficially own these 9,538,502 shares of Common Stock. This does not necessarily imply economic ownership of the securities. Iraklis Prokopakis beneficially owns 200,270 shares of Common Stock, or approximately 1.1% of the outstanding shares of Common Stock. He has sole voting and dispositive power with respect to such shares. Evangelos Chatzis beneficially owns 50,000 shares of Common Stock, or less than 1.0% of the outstanding shares of Common Stock. He has sole voting and dispositive power with respect to such shares. Dimitrios Charkoplias beneficially owns 120 shares of Common Stock, or less than 1.0% of the outstanding shares of Common Stock. He has sole voting and dispositive power with respect to such shares. (a) See Items 11 and 13 on the cover pages to this Schedule 13D/A for the aggregate number and percentage of the class of securities identified pursuant to Item 1 owned by each Reporting Person.
(b)	Number of shares as to which each Reporting Person has: i. Sole power to vote or to direct the vote: See Item 7 on cover pages to this Amendment. ii. Shared power to vote or to direct the vote: See Item 8 on cover pages to this Amendment. iii. Sole power to dispose or direct the disposition: See Item 9 on cover pages to this Amendment. iv. Shared power to dispose or direct the disposition: See Item 10 on cover pages to this Amendment.
(c)	Other than as set forth in response to Item 5, no transactions in the Company's Common Stock by the Reporting Persons and the Shareholder Directors were effected in the past 60 days.
(d)	The beneficiaries of the 883 Trust, which include Dr. Coustas and members of his family, have the right to receive any dividends from, or the proceeds from any sale of, shares of Common Stock owned of record by Danaos Investment Limited, as Trustee of the 883 Trust. Each of the Shareholder Directors has the right to receive any dividends from, or the proceeds from any sale of, shares of Common Stock that he owns.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Statement is hereby amended by adding the following paragraph. See the responses to Item 3, Item 4 and Item 5, which are incorporated by reference.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1 Joint Filing Agreement, dated November 19, 2025, between Dr. John Coustas and DIL Exhibit 2 Amended and Restated Management Agreement, dated August 1, 2025, between Danaos Corporation and Danaos Shipping Company Limited (incorporated by reference to Exhibit 99.2 to the Company's Report on Form 6-K filed August 5, 2025) Exhibit 3 Amended and Restated Brokerage Services Agreement, dated August 1, 2025, among Danaos Corporation and Danaos Chartering Services Inc. (incorporated by reference to Exhibit 99.3 to the Company's Report on Form 6-K, filed August 5, 2025)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Danaos Investment Limited as Trustee of the 883 Trust

Signature:	/s/ Iraklis Prokopakis
Name/Title:	IRAKLIS PROKOPAKIS / Director
Date:	11/19/2025

Signature:	/s/ Evangelos Chatzis
Name/Title:	EVANGELOS CHATZIS / Director
Date:	11/19/2025

John Coustas

Signature:	/s/ John Coustas
Name/Title:	John Coustas
Date:	11/19/2025

FAQ

What ownership stake in DAC does Danaos Investment Limited report in this Schedule 13D/A?

The filing states that Danaos Investment Limited, as trustee of the 883 Trust, beneficially owns 9,538,502 shares of Danaos Corporation common stock, representing 51.8% of the outstanding shares. DIL has sole voting and dispositive power over these shares.

How is Dr. John Coustas related to the DAC shares reported in this amendment?

The amendment explains that the 883 Trust beneficiaries include Dr. John Coustas and his immediate family. DIL, as trustee, controls the shares, but because Dr. Coustas has certain powers to remove and replace the trustee, he may be deemed to beneficially own the 9,538,502 shares. The filing notes this does not necessarily imply economic ownership.

What new share grants or acquisitions are disclosed for DAC in this Amendment No. 9?

The filing states that on November 14, 2025, 100,000 shares of Danaos common stock were granted to Dr. Coustas as a compensatory equity award and are held by DIL. An additional 100,000 shares were acquired by DIL under the Amended and Restated Management Agreement. These changes are a key reason for the updated ownership figures.

How did Danaos Corporation’s share repurchase program affect the reported ownership percentage?

The amendment specifies that it also updates the percentage of outstanding common stock beneficially owned by the reporting persons to reflect repurchases under Danaos’ common stock repurchase program. These repurchases reduced the total shares outstanding, contributing to the reported 51.8% ownership level.

Which other insiders’ DAC shareholdings are disclosed in this Schedule 13D/A amendment?

The filing notes that Iraklis Prokopakis beneficially owns 200,270 shares of common stock, or approximately 1.1% of outstanding shares. Evangelos Chatzis beneficially owns 50,000 shares, and Dimitrios Charkoplias beneficially owns 120 shares, each with sole voting and dispositive power over their respective holdings.

What key agreements are referenced in this DAC Schedule 13D/A Amendment No. 9?

The amendment lists several exhibits, including a Joint Filing Agreement between Dr. John Coustas and Danaos Investment Limited, an Amended and Restated Management Agreement between Danaos Corporation and Danaos Shipping Company Limited, and an Amended and Restated Brokerage Services Agreement involving Danaos Chartering Services Inc., each incorporated by reference.