GNK (GNK) accounting chief gets RSU grant and sells vested shares

Rhea-AI Filing Summary

GENCO SHIPPING & TRADING LTD’s Chief Accounting Officer Joseph Adamo reported a mix of stock awards and sales. On February 18, 2026, he acquired 7,170 shares of common stock upon vesting of performance restricted stock units, then sold 3,227 shares at a weighted average price of $23.27 per share in open-market transactions to cover tax obligations under a pre-existing Rule 10b5-1 plan. After these trades, he held 30,772 common shares directly. Separately, on February 16, 2026, he was granted 6,215 restricted stock units, each representing one future common share or its cash value, which generally vest in three equal installments on the first three anniversaries of February 23, 2026, with similar three-year vesting schedules for earlier RSU grants.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Adamo Joseph

(Last) (First) (Middle)

GENCO SHIPPING & TRADING

299 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK NY 10171

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GENCO SHIPPING & TRADING LTD [ GNK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/18/2026		A(1)		7,170	A	(1)	33,999	D
Common Stock	02/18/2026		S(2)		3,227	D	$23.27(3)	30,772	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(4)(5)	02/16/2026		A		6,215		(5)	(5)	Common Stock	6,215(4)	$0	6,215	D
Restricted Stock Units	(4)(6)							(6)	(6)	Common Stock	8,418(4)		8,418	D
Restricted Stock Units	(4)(7)							(7)	(7)	Common Stock	4,586(4)		4,586	D
Restricted Stock Units	(4)(8)							(8)	(8)	Common Stock	2,557(4)		2,557	D
Restricted Stock Units	(4)(8)							(8)	(8)	Common Stock	6,431(4)		6,431	D

Explanation of Responses:

1. The Reporting Person became entitled to receive shares of common stock in settlement of performance restricted stock units upon their vesting.

2. These shares were sold under instructions given in a previously existing plan established in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in order to satisfy the reporting person's tax obligations for performance restricted stock units that vested on February 18, 2026.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.62 to $23.67 (inclusive) on February 18, 2026. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

4. Each restricted stock unit represents the right to receive one share of the issuer's common stock, or in the sole discretion of the issuer's Compensation Committee, the value of a share of common stock on the date that the restricted stock unit vests.

5. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2026, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

6. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2025, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

7. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2024, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

8. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2023, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

	/s/ Joseph Adamo	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did GNK’s Chief Accounting Officer report on this Form 4?

Joseph Adamo reported receiving stock from vested performance restricted stock units and selling some shares, plus a new restricted stock unit grant. The filing details share counts, prices, and post-transaction holdings for GENCO SHIPPING & TRADING LTD common stock and RSUs.

How many GENCO SHIPPING (GNK) shares did the insider sell and at what price?

He sold 3,227 shares of GENCO SHIPPING & TRADING LTD common stock at a weighted average price of $23.27 per share. Footnotes state the sales occurred in multiple transactions between $22.62 and $23.67 on February 18, 2026.

How many GENCO SHIPPING (GNK) shares does the insider own after these transactions?

Following the reported open-market sale, Joseph Adamo directly holds 30,772 shares of GENCO SHIPPING & TRADING LTD common stock. The Form 4 also shows separate holdings of restricted stock units that may settle into additional shares as they vest over time.

What restricted stock units were granted to the GNK insider in February 2026?

On February 16, 2026, he received 6,215 restricted stock units for GENCO SHIPPING & TRADING LTD. Each unit represents one share or its cash value and generally vests in three equal installments on the first three anniversaries of February 23, 2026, subject to trading restrictions.

Why did the GNK insider sell shares related to his performance RSUs?

Footnotes explain the 3,227-share sale was executed under a pre-established Rule 10b5-1 trading plan. The transactions were intended to satisfy Joseph Adamo’s tax obligations arising from performance restricted stock units that vested on February 18, 2026.

How do GNK restricted stock units work for this insider?

Each restricted stock unit gives the right to receive one GENCO SHIPPING & TRADING LTD share, or its value in cash, when it vests. Several RSU awards vest in three equal annual installments starting on specific February 23 dates, with settlement postponed during blackout periods.