$24.80 Tender Offer for Genco (NYSE: GNK) — Amendment Adds Shareholder E-mail

Rhea-AI Filing Summary

Genco Shipping & Trading Limited files Amendment No. 14 to its Schedule 14D-9 in connection with the unsolicited tender offer by Diana Shipping Inc. to purchase all issued and outstanding common shares for $24.80 per share in cash. This Amendment supplements the Statement originally filed on May 15, 2026 and adds an exhibit: an e-mail to shareholders issued on June 12, 2026.

Insights

M&A / Takeover Counsel

Amendment supplements prior recommendation materials and adds shareholder communication.

The filing amends the Schedule 14D-9 originally filed on May 15, 2026, reflecting ongoing disclosure obligations while an unsolicited tender offer at $24.80 per share remains outstanding.

Key dependency: timing and content of additional shareholder communications, including the attached June 12, 2026 e-mail, which may influence tender decisions; subsequent filings may provide further materials.

Corporate Governance Analyst

Company continues to provide incremental disclosures to shareholders during the takeover process.

The Amendment is administrative and supplements the Solicitation/Recommendation Statement with an exhibit (an e-mail to shareholders). It reiterates the $24.80 per share cash offer and the offeror identity, Diana Shipping Inc.

Watch for additional amendments or communications that state any change to the board's recommendation or material terms.

Key Figures

Offer price: $24.80 per share Original filing date: May 15, 2026 Amendment date / exhibit: June 12, 2026 +1 more

4 metrics

Offer price $24.80 per share cash consideration stated in the tender offer

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

Amendment date / exhibit June 12, 2026 Amendment No. 14 and e-mail to shareholders exhibit

CUSIP Y2685T131 CUSIP for Genco common stock

Key Terms

Schedule 14D-9, unsolicited tender offer, Series B Preferred Stock

3 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 market

"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.

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

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Available on EDGAR 06/12/2026 - 04:55 PM Accepted by SEC EDGAR 06/12/2026 - 04:54 PM Learn about SEC filing dates

FAQ

What is the tender offer price for GNK and who made the offer?

The tender offer is for $24.80 per share in cash, made by Diana Shipping Inc. to purchase all issued and outstanding common shares of Genco Shipping & Trading Limited.

What is the purpose of Amendment No. 14 to Genco's Schedule 14D-9 (GNK)?

Amendment No. 14 supplements the Solicitation/Recommendation Statement originally filed on May 15, 2026 and adds an exhibit, updating shareholder disclosures related to the unsolicited tender offer by Diana Shipping Inc.

What new exhibit is included in this GNK amendment?

The Amendment files an exhibit described as an e-mail to shareholders that was issued by Genco on June 12, 2026, which is appended to the Schedule 14D-9 for disclosure to holders.

Does the GNK filing change the offer consideration or terms?

The Amendment states that the Solicitation/Recommendation Statement is amended and supplemented but does not change the disclosed cash consideration of $24.80 per share; no altered offer terms are stated in the excerpt.

When was the original Schedule 14D-9 filed for GNK?

The Solicitation/Recommendation Statement on Schedule 14D-9 was originally filed by Genco on May 15, 2026, and the current filing is Amendment No. 14 dated June 12, 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. 14)

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. 14 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)(56)		E-mail to Shareholders, issued by Genco on June 12, 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 12, 2026

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