Genco Shipping & Trading Ltd SEC Filings

Genco Shipping & Trading Ltd. director Basil G. Mavroleon reported insider transactions dated November 24, 2025 on a Form 4. The filing shows a disposition of common stock and multiple acquisitions of derivative securities in the form of restricted stock units (RSUs) credited for no cash consideration.

Each RSU represents the right to receive one share of Genco common stock, or at the Compensation Committee’s discretion, the cash value of a share on the vesting date. The RSUs referenced in the footnotes include grants that vested on various dates from May 18, 2016 through May 20, 2025, plus an award that generally vests on the earlier of the next annual shareholders meeting after May 20, 2025 or fourteen months after that grant date.

Additional RSUs were granted in lieu of cash dividends on the underlying common stock, with the number of RSUs calculated by dividing the dividend amount by the common stock closing price on each dividend payment date.

Genco Shipping & Trading Ltd. reported insider equity compensation activity for a director. On November 24, 2025, the director received multiple grants of restricted stock units (RSUs) tied to the company’s common stock, all recorded at a price of $0 because they are equity awards rather than open‑market purchases.

The RSUs include small fractional amounts such as 102.72, 58.16, 120.58, and other similar quantities, each representing the right to receive one share of common stock per unit. Many of these RSUs relate to earlier grants that vested on dates between May 15, 2018 and May 20, 2025, with additional units credited in lieu of cash dividends. Some newer RSUs vest on the earlier of the next annual shareholders meeting or specific dates in 2026, reflecting ongoing board compensation.

Genco Shipping & Trading Ltd. director Karin Y. Orsel reported multiple small acquisitions of restricted stock units (RSUs) tied to existing equity awards. On November 24, 2025, she was granted additional RSUs with no cash exercise price, in amounts of 61.4, 48, 66.46, 49.13, and 71.46 units, each corresponding to the company’s common stock.

The filing explains that each RSU represents the right to receive one GNK common share or its value when the unit vests. These incremental RSUs were granted in lieu of cash dividends on previously outstanding RSUs, with each grant size calculated by dividing the cash dividend by GNK’s closing share price on the dividend payment date. The underlying RSU blocks referenced have vesting dates ranging from May 16, 2022, through May 20, 2025, with one grant vesting at the earlier of the next annual shareholder meeting after May 20, 2025 or fourteen months after that grant date.

Genco Shipping & Trading Ltd. director Arthur L. Regan reported updated equity holdings in the company. The filing shows he directly beneficially owns 104,414 shares of Genco common stock. In addition, he holds multiple awards of restricted stock units (RSUs), each representing the right to receive one share of common stock or its cash value when the unit vests.

The RSU positions include 16,666 RSUs tied to common stock and smaller RSU amounts linked to prior dividend payments, with underlying share amounts such as 61.4, 48, 66.46, 49.13 and 71.46 shares. The footnotes explain that several RSU grants vested on May 17, 2017, May 16, 2022, May 16, 2023, May 23, 2024 and May 20, 2025, while one award generally vests at the earlier of the next annual shareholders meeting after the May 20, 2025 grant date or fourteen months after that grant date. Additional RSUs were granted in lieu of cash dividends, at a price of $0 per unit.

Genco Shipping & Trading Ltd. director reports additional RSUs tied to dividends. On 11/24/2025, a director of GENCO SHIPPING & TRADING LTD (GNK) received small additional restricted stock units (RSUs) that track cash dividends on previously granted RSUs. One RSU award added 49.13 units linked to RSUs that vested on May 20, 2025, bringing that award to 6,334.15 RSUs held directly. A second award added 71.46 RSUs on the same date, bringing that award to 9,213.35 RSUs held directly.

Each RSU represents the right to receive one share of Genco common stock, or at the issuer’s Compensation Committee’s discretion, the cash value of a share when the unit vests. The second RSU grant generally vests at the earlier of the next annual shareholders meeting after the May 20, 2025 grant date or fourteen months after that grant date. The additional RSUs were calculated by dividing the cash dividend by the closing share price on the dividend payment date.

Diana Shipping Inc. filed Amendment No. 3 to its Schedule 13D on Genco Shipping & Trading Limited (GNK), updating its stake and disclosing a non-binding takeover proposal. Diana reports beneficial ownership of 6,413,151 shares of Genco common stock, or 14.8% of outstanding shares, based on 43,243,165 shares outstanding as of November 5, 2025.

On November 24, 2025, Diana submitted a proposal to acquire all Genco shares it does not already own for US$20.60 per share in cash. The proposed price represents a 15% premium to Genco’s November 21, 2025 close, a 21% premium to the July 17, 2025 close, and a 23% premium to the 30‑day and 90‑day volume‑weighted average prices ending November 21, 2025.

Diana has engaged DNB Bank and Nordea to lead financing and states confidence in securing about $1,102,000,000 of debt to fund the purchase of the remaining shares, refinance Genco’s existing debt, and pay transaction costs. The proposal is non-binding, is not subject to a financing condition or Diana shareholder approval, and would, if completed, take Genco private and delist its shares.

Genco Shipping & Trading Ltd. (GNK) disclosed an insider equity award on a Form 4. Director Kathleen C. Haines reported a grant of 2,929 restricted stock units (RSUs) on November 10, 2025 in connection with her appointment as Lead Independent Director.

Each RSU represents one share of common stock. These RSUs generally vest on the earlier of the company’s next annual shareholders meeting following the grant date or July 20, 2026. The filing also lists prior RSU awards and vesting dates for context.

Genco Shipping & Trading Limited amended its Shareholder Rights Agreement to lower the trigger for becoming an “Acquiring Person” to 10% beneficial ownership, or 15% for a defined “13G Investor.” The Board approved the change following its assessment of recent events, including rapid accumulation of Genco common stock by a competitor and the possibility of a transfer of that position.

The amendment also designates a Grandfathered Shareholder, identified as Diana Shipping Inc., tied to a Grandfathered Percentage capped at the lesser of 15% or its percentage at 4:00 p.m. New York City time on November 10, 2025, with loss of grandfathered status if ownership rises above that cap or certain other conditions occur. The plan is described as similar to those of other public companies and is intended to allow all shareholders to realize long‑term value while permitting the Board time to evaluate any proposals. It does not prevent the Board from considering offers deemed fair and in shareholders’ best interests.

Genco Shipping & Trading (GNK) filed its Q3 2025 10‑Q, reporting voyage revenues of $79.9 million versus $99.3 million a year ago and a net loss of $1.1 million compared to net income of $21.6 million. Operating income was $2.5 million, reflecting softer rates, higher depreciation, and refinancing costs.

For the first nine months, voyage revenues were $232.1 million versus $323.8 million last year, with a net loss of $19.8 million. Cash and cash equivalents were $89.9 million as of September 30, 2025, and long‑term debt principal was $170.0 million under a newly upsized $600 million revolver, with $430.0 million of availability. The company declared a $0.15 per share dividend in the quarter.

GNK ended the quarter with 42 drybulk vessels (about 4.446 million dwt, average age ~12.8 years). Post‑quarter, it took delivery of the Genco Courageous, a 2020‑built Capesize acquired for $63.6 million, financed with draws on its revolving facilities. Shares outstanding were 43,243,165 as of November 5, 2025.