GNK Insider Sale of 104,414 Shares and RSU Activity by Director

Rhea-AI Filing Summary

Arthur L. Regan, a director of GENCO SHIPPING & TRADING LTD (GNK), filed a Form 4 reporting insider transactions dated 08/25/2025 and signed 08/26/2025. The filing shows a disposition of 104,414 shares of common stock. It also discloses restricted stock unit (RSU) activity: 16,666 RSUs previously vested (dated May 17, 2017) are reported as beneficially owned or disposed, and multiple RSU awards were recorded on 08/25/2025 that convert to underlying common stock amounts of 7,854.96, 6,141.08, 8,503.09, 6,285.02, and 9,141.89 shares respectively. The RSU explanations state vesting dates for prior grants (2017, 2022, 2023, 2024, 2025) and note that certain RSUs may be settled in cash or stock and include additional RSUs issued in lieu of dividends.

Positive

• Continued director compensation via RSUs with clearly stated vesting dates (2017, 2022, 2023, 2024, 2025) which can aid retention
• RSU dividend equivalents issued in lieu of cash dividends, preserving the economic equivalence of prior awards

Negative

• Insider disposition of 104,414 common shares, which increases available public float and may be viewed negatively by some investors
• Uncertainty on settlement form: issuer's discretion to settle RSUs in cash or stock could affect future dilution but is not quantified

Insights

Financial Analyst

TL;DR: Material insider sale of 104,414 shares offset by continued compensation in RSUs; net impact on float depends on whether RSUs settle in stock or cash.

The director reported a sizable disposal of 104,414 common shares, a clear liquidity event that could increase available float if shares left the insider's ownership. Concurrent RSU entries from 08/25/2025 reflect compensation-driven issuance converting to specific underlying share amounts totaling roughly 37,925.04 shares. Several RSUs vested earlier (2017–2025), and some awards may be settled in cash at the committee's discretion, which moderates dilution risk. Absent market prices or sale proceeds, the filing documents transactions but does not quantify proceeds or intent.

Corporate Governance Expert

TL;DR: Routine director compensation and an insider sale; disclosures align with standard RSU practices and vesting schedules.

Disclosure provides clear vesting dates and the mechanics that RSUs can convert to shares or cash, and that dividend equivalents are issued as additional RSUs. The mix of historic vested RSUs and new RSU grants suggests compensation retention practices rather than an extraordinary governance event. The form is properly signed and identifies the reporting person as a director. No disclosures of related-party transactions or departures are present.

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

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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).

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^*

REGAN ARTHUR L

(Last) (First) (Middle)

C/O GENCO SHIPPING & TRADING LIMITED

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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								104,414	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	(1)(2)							(2)	(2)	Common Stock	16,666		16,666	D
Restricted Stock Units	(1)(3)	08/25/2025		A		69.06(8)		(3)	(3)	Common Stock	69.06	$0	7,854.96	D
Restricted Stock Units	(1)(4)	08/25/2025		A		54(8)		(4)	(4)	Common Stock	54	$0	6,141.08	D
Restricted Stock Units	(1)(5)	08/25/2025		A		74.76(8)		(5)	(5)	Common Stock	74.76	$0	8,503.09	D
Restricted Stock Units	(1)(6)	08/25/2025		A		55.26(8)		(6)	(6)	Common Stock	55.26	$0	6,285.02	D
Restricted Stock Units	(1)(7)	08/25/2025		A		80.38(8)		(7)	(7)	Common Stock	80.38	$0	9,141.89	D

Explanation of Responses:

1. Each RSU 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.

2. These RSUs vested on May 17, 2017.

3. These RSUs vested on May 16, 2022.

4. These RSUs vested on May 16, 2023.

5. These RSUs vested on May 23, 2024.

6. These RSUs vested on May 20, 2025.

7. These RSUs generally vest on the earlier of (i) the date of the annual shareholders meeting of the issuer next following the May 20, 2025 grant date and (ii) the date that is fourteen months after the grant date.

8. Represents additional RSUs granted in lieu of the right to receive the amount of cash dividends paid on the common stock underlying the previously outstanding RSUs pursuant to the terms of the governing RSU agreements. The number of additional RSUs is calculated by dividing the amount of the dividend by the closing price per share of the issuer's common stock on the dividend payment date.

	/s/ Arthur L. Regan	08/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did GNK director Arthur L. Regan report on Form 4?

The Form 4 reports a disposition of 104,414 shares of GNK common stock and multiple RSU transactions recorded on 08/25/2025 that convert to underlying share amounts.

How many shares underlie the RSU grants reported for GNK on 08/25/2025?

The filing lists RSU-derived underlying common stock amounts of approximately 7,854.96, 6,141.08, 8,503.09, 6,285.02, and 9,141.89 shares.

Did any RSUs vest prior to this Form 4 filing for GNK?

Yes. The filing explicitly states RSUs vested on May 17, 2017, May 16, 2022, May 16, 2023, May 23, 2024, and May 20, 2025 for various awards.

Can the GNK RSUs be settled in cash instead of shares?

Yes. The filing states each RSU represents one share or, at the Compensation Committee's sole discretion, the cash value of a share when the RSU vests.

Who is the reporting person and what is their role at GNK?

The reporting person is Arthur L. Regan, listed as a Director of GENCO SHIPPING & TRADING LTD.