Genco (NYSE: GNK) files Amendment No.13 on $24.80 unsolicited tender

Rhea-AI Filing Summary

Genco Shipping & Trading Limited filed Amendment No. 13 to its Schedule 14D-9 to supplement its solicitation/recommendation statement concerning an unsolicited tender offer by Diana Shipping Inc. and 4 Dragon Merger Sub Inc. to purchase all issued and outstanding shares for $24.80 per share in cash. The amendment attaches a company statement dated June 11, 2026.

Insights

M&A Counsel

Amendment updates Genco's response to a $24.80 unsolicited tender offer.

The filing is a Schedule 14D-9 amendment that supplements the company's recommendation/solicitation materials related to Diana Shipping Inc.'s unsolicited cash tender offer at $24.80 per share. The amendment specifically files a company statement dated June 11, 2026.

Legal dependencies include the tender offer timetable and any disclosure obligations under the Exchange Act; the filing itself does not change offer terms. Subsequent public disclosures or definitive statements from either party will determine next procedural steps.

Corporate Finance Analyst

Administrative update clarifies Genco's public response; no change to deal consideration.

The amendment supplements prior Schedule 14D-9 materials and attaches an updated company statement. The announced consideration in the tender offer remains $24.80 per share in cash for all issued and outstanding common shares and associated rights to Series B Preferred Stock.

Financial impact depends on tender participation rates and any competing proposals; this filing is a disclosure step rather than a financing or valuation action.

Key Figures

Offer price: $24.80 per share Amendment number: Amendment No. 13 Original statement filed: May 15, 2026 +2 more

5 metrics

Offer price $24.80 per share tender offer consideration

Amendment number Amendment No. 13 Schedule 14D-9 filing

Original statement filed May 15, 2026 date of original Schedule 14D-9 filing

Company statement date June 11, 2026 exhibit attached to the amendment

CUSIP Y2685T131 class identifier for common stock

Key Terms

Schedule 14D-9, unsolicited tender offer, Series B Preferred Stock, Amendment No. 13

4 terms

Schedule 14D-9 regulatory

"Solicitation/Recommendation Statement under Section 14(d)(4)"

Schedule 14D-9 is a filing with the U.S. Securities and Exchange Commission in which a company publicly states its response and recommendation to an outside bid to buy its shares (a tender offer). Think of it as the company’s advisory note to shareholders explaining whether to sell, keep, or seek alternatives, and why, with facts and reasoning. Investors rely on it to gauge management’s view of the offer’s fairness and the likely impact on value and strategy.

unsolicited tender offer financial

"The Statement relates to the unsolicited tender offer by Diana Shipping Inc."

An unsolicited tender offer is a public bid by an outside party to buy a company’s shares directly from shareholders without the target company’s board asking for or endorsing the transaction. It matters to investors because it can offer a quick cash exit at a premium or create uncertainty about the company’s future—like a stranger showing up with a firm offer for your house, forcing owners to weigh immediate gain against long-term plans and risks.

Series B Preferred Stock financial

"associated rights to purchase shares of Series B Preferred Stock"

Series B preferred stock is a type of ownership share issued by a company that offers certain advantages over common stock, such as priority in receiving dividends or assets if the company is sold or liquidated. It is typically issued after an initial round of funding, making it a way for investors to support a company's growth while gaining some protections and benefits. This stock matters to investors because it often provides a more secure investment position with potential for future growth.

Amendment No. 13 regulatory

"This Amendment No. 13 to Schedule 14D-9 amends and supplements"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 06/11/2026 - 05:05 PM Accepted by SEC EDGAR 06/11/2026 - 05:05 PM Learn about SEC filing dates

FAQ

What price is Diana Shipping offering for GNK shares?

Diana Shipping's tender offer is for $24.80 per share. The filing states the offer is all-cash at $24.80 per share to purchase all issued and outstanding common stock and associated rights to Series B Preferred Stock.

What does Genco's Amendment No. 13 to Schedule 14D-9 do?

Amendment No. 13 supplements Genco's solicitation/recommendation statement by attaching a company statement dated June 11, 2026. It updates disclosures previously filed on May 15, 2026 without altering the offer price.

Is the tender offer hostile or friendly according to the filing?

The filing characterizes Diana Shipping's proposal as an unsolicited tender offer. The Schedule 14D-9 materials are Genco's formal response documents to that unsolicited approach.

Who filed the Schedule 14D-9 amendment for GNK?

The amendment was filed by Genco Shipping & Trading Limited, signed by CFO Peter Allen, and includes an exhibit: a company statement dated June 11, 2026.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9

Solicitation/Recommendation Statement

under Section 14(d)(4) of the Securities Exchange Act of 1934

(Amendment No. 13)

GENCO SHIPPING & TRADING LIMITED

(Name of Subject Company)

GENCO SHIPPING & TRADING LIMITED

(Name of Person Filing Statement)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

Y2685T131

(CUSIP Number of Class of Securities)

Peter Allen

Chief Financial Officer

299 Park Avenue, 12th Floor

New York, New York 10171

(646) 443-8550

(Name, address and telephone number of person authorized to receive notices and communications on behalf of the person filing statement)

With copies to:

Kai H.E. Liekefett Reuben Zaramian Sidley Austin LLP 787 Seventh Avenue New York, NY 10019 (212) 839-8744 Thomas E. Molner J. Michael Mayerfeld Herbert Smith Freehills Kramer (US) LLP 1177 Avenue of the Americas New York, NY 10036 (212) 715-9100

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Introduction

This Amendment No. 13 to Schedule 14D-9 (this “Amendment”) amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 (as amended from time to time, the “Statement”) originally filed by Genco Shipping & Trading Limited, a Marshall Islands corporation (“Genco” or the “Company”), with the Securities and Exchange Commission on May 15, 2026. The Statement relates to the unsolicited tender offer by Diana Shipping Inc., a Marshall Islands corporation (“Diana”) and 4 Dragon Merger Sub Inc., a Marshall Islands corporation and a direct wholly-owned subsidiary of Diana, to purchase all of the issued and outstanding shares of common stock of Genco, par value $0.01 per share, and the associated rights to purchase shares of Series B Preferred Stock, par value $0.01 per share, for $24.80 per share in cash, without interest and less any required withholding taxes. Except as otherwise set forth in this Amendment, the information set forth in the Statement remains unchanged.

The Statement is hereby amended and supplemented as follows:

Item 9. Exhibits

The following exhibits are filed with this Statement:

Exhibit No.		Description
(a)(55)		Statement issued by Genco on June 11, 2026.

SIGNATURE

After due 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.

Date: June 11, 2026

GENCO SHIPPING & TRADING LIMITED
By:	/s/ Peter Allen
	Peter Allen
	Chief Financial Officer (Principal Financial Officer)