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  4. [Form 3] Global Ship Lease, Inc. Initial Statement of Beneficial Ownership

Global Ship Lease (GSL) CEO details share awards and unvested grants

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Global Ship Lease, Inc. filed an initial insider ownership report for Chief Executive Officer Thomas Arthur Lister, detailing his holdings and equity awards in the company’s Class A common shares. The filing notes 30,422 shares granted under the 2019 Omnibus Incentive Plan, with 15,211 shares that vested on December 31, 2025 but have not yet been issued and another 15,211 shares scheduled to vest on March 31, 2026. It also describes additional unvested awards: 167,328 shares vesting quarterly starting with the quarter ended June 30, 2026, 197,750 performance-based shares tied to annualized return on equity measured as of December 31, 2026, 2027 and 2028, and a further 197,750 performance-based shares vesting on December 31, 2028 based on return on equity over a 3.25 year term beginning October 1, 2025.

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Insider Lister Thomas Arthur
Role Chief Executive Officer
Type Security Shares Price Value
holding Class A Common Shares, par value of $0.01 per share -- -- --
holding Class A Common Shares, par value of $0.01 per share -- -- --
Holdings After Transaction: Class A Common Shares, par value of $0.01 per share — 30,723 shares (Direct)
Footnotes (1)
  1. Includes 30,422 Class A Common Shares of Global Ship Lease, Inc. (the "Issuer") granted to the reporting person pursuant to the Issuer's 2019 Omnibus Incentive Plan, as amended and restated (the "Plan"), of which 15,211 shares vested on December 31, 2025 and have not yet been issued, and 15,211 shares are scheduled to vest on March 31, 2026. Unvested awards of Class A Common Shares of the Issuer granted to the reporting person pursuant to the Plan, consisting of (i) 167,328 shares which vest quarterly, pro rata, commencing from the quarter ended June 30, 2026, conditioned on the reporting person's continued service, (ii) 197,750 shares, of which approximately 1/3 are earned upon the Company's achievement of a specified annualized return on equity that is measured as of December 31 of 2026, 2027 and 2028, respectively, after which, such earned shares are notionally divided into a number of quarterly installments within the 3.25 year period beginning October 1, 2025 (the "Term") and are eligible to vest on this basis, and (iii) 197,750 shares which vest at December 31, 2028 based on the Company's achievement of a specified return on equity over the full Term.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Lister Thomas Arthur
(Last) (First) (Middle)
9 IRODOU ATTIKOU STREET
(Street)
KIFISIA, ATHENS J3 14561
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026 		3. Issuer Name and Ticker or Trading Symbol
Global Ship Lease, Inc. [ GSL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Shares, par value of $0.01 per share 30,723(1) D
Class A Common Shares, par value of $0.01 per share 562,828(2) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Includes 30,422 Class A Common Shares of Global Ship Lease, Inc. (the "Issuer") granted to the reporting person pursuant to the Issuer's 2019 Omnibus Incentive Plan, as amended and restated (the "Plan"), of which 15,211 shares vested on December 31, 2025 and have not yet been issued, and 15,211 shares are scheduled to vest on March 31, 2026.
2. Unvested awards of Class A Common Shares of the Issuer granted to the reporting person pursuant to the Plan, consisting of (i) 167,328 shares which vest quarterly, pro rata, commencing from the quarter ended June 30, 2026, conditioned on the reporting person's continued service, (ii) 197,750 shares, of which approximately 1/3 are earned upon the Company's achievement of a specified annualized return on equity that is measured as of December 31 of 2026, 2027 and 2028, respectively, after which, such earned shares are notionally divided into a number of quarterly installments within the 3.25 year period beginning October 1, 2025 (the "Term") and are eligible to vest on this basis, and (iii) 197,750 shares which vest at December 31, 2028 based on the Company's achievement of a specified return on equity over the full Term.
/s/ Thomas Arthur Lister 03/16/2026
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What does Global Ship Lease (GSL) CEO Thomas Arthur Lister report in this Form 3?

Thomas Arthur Lister reports his initial holdings and equity awards in Global Ship Lease Class A common shares. The filing outlines granted, vested, and unvested share awards under the company’s 2019 Omnibus Incentive Plan, including service-based and performance-based vesting schedules.

How many Global Ship Lease (GSL) shares were granted to the CEO under the incentive plan?

The filing shows 30,422 Class A common shares granted to the CEO under the 2019 Omnibus Incentive Plan. Of these, 15,211 vested on December 31, 2025 but are not yet issued, and another 15,211 are scheduled to vest on March 31, 2026, subject to plan terms.

What are the service-based vesting terms for Global Ship Lease (GSL) CEO equity awards?

The CEO holds 167,328 unvested Class A common shares that vest quarterly, pro rata, beginning with the quarter ended June 30, 2026. These awards are conditioned on his continued service, meaning they only vest if he remains in his role over time.

How are Global Ship Lease (GSL) CEO performance-based share awards structured?

The CEO has 197,750 shares where about one-third is earned based on specified annualized return on equity as of December 31, 2026, 2027 and 2028. Earned shares are then divided into quarterly installments within a 3.25 year term starting October 1, 2025.

What long-term performance award does the Global Ship Lease (GSL) CEO receive?

In addition to other awards, the CEO has 197,750 Class A common shares that vest on December 31, 2028. Vesting depends on the company achieving a specified return on equity over the full 3.25 year term that begins on October 1, 2025 under the plan.

Does this Global Ship Lease (GSL) Form 3 show any CEO share purchases or sales?

The Form 3 functions as an initial ownership report and does not show any explicit share purchases or sales. Transactions are classified as holdings with unknown transaction codes, focusing instead on existing granted, vested and unvested equity awards under the incentive plan.