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Icon Energy Corp. SEC Filings

ICON NASDAQ

Welcome to our dedicated page for Icon Energy SEC filings (Ticker: ICON), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

This page provides access to U.S. Securities and Exchange Commission filings for Icon Energy Corp. (Nasdaq: ICON), an international dry bulk shipping company headquartered in Athens, Greece. As a foreign private issuer, Icon files annual reports on Form 20‑F and current reports on Form 6‑K that contain detailed information about its fleet, financial performance, financing arrangements and corporate actions.

Icon’s Form 6‑K filings include unaudited interim condensed consolidated financial statements and related management’s discussion and analysis for periods such as the three, six and nine months ended in a given year. These reports discuss revenue from index-linked time charters, operating results, vessel utilization, fleet composition and customer concentration, as well as developments like vessel acquisitions, bareboat charter-in agreements and time charter-out contracts.

Other 6‑K filings furnish press releases on topics such as the delivery of the M/V Charlie, authorization of a share repurchase program, reverse stock splits of Icon’s common shares, public offerings of units containing common shares and warrants, and the Standby Equity Purchase Agreement (SEPA) with YA II PN, Ltd. (Yorkville). Filings describing the SEPA outline the commitment amount, pricing mechanisms for advances, volume thresholds and related fees, while financing-related filings describe term loan facilities and their committed and uncommitted components.

Through this filings page, users can review Icon’s SEC-reported information on capital structure, dividend declarations, Nasdaq listing notifications, related-party arrangements and vessel-level data referenced in the notes to the financial statements. AI-powered tools on the platform can help summarize lengthy filings, highlight key terms in agreements such as the SEPA or term loan facility, and clarify how disclosed items may affect Icon’s dry bulk shipping operations and common shareholders.

Rhea-AI Summary

Icon Energy Corp. files its annual Form 20‑F covering the year ended December 31, 2025, outlining a small fleet dry bulk business highly exposed to cyclical charter indices like the Baltic Panamax and Supramax benchmarks. The company operated three secondhand vessels, all on floating‑rate time charters, and highlights sensitivity to global trade, tariffs, sanctions, fuel prices, inflation, climate rules, piracy, and environmental regulation.

Capital structure is tight: as of December 31, 2025, Icon had 691,977 common shares outstanding, 18,954 Series A Cumulative Convertible Perpetual Preferred Shares and 1,500,000 Series B Perpetual Preferred Shares, adjusted for one‑for‑forty and one‑for‑five reverse stock splits. Debt included about $13.9 million of bank borrowings and $21 million of finance lease liabilities. Series A preferred dividends are cumulative, were paid in kind in 2025, and now carry a 25.7% rate, increasing potential dilution and limiting future cash dividends on common shares.

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Icon Energy Corp. registers the resale of up to 2,071,442 common shares by YA II PN, Ltd. under a prospectus supplement dated February 18, 2026.

The supplement reflects a 1-for-5 reverse stock split effective January 8, 2026 and notes a last reported sales price of $1.52 per share on February 17, 2026.

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Icon Energy Corp., a foreign private issuer based in Athens, Greece, reported that it held its 2026 Annual Meeting of Shareholders on February 16, 2026. Shareholders approved and adopted three proposals that had been described in the company’s notice of meeting and proxy statement mailed on or about January 29, 2026.

The report also states that this Form 6-K is incorporated by reference into Icon Energy’s shelf registration statement on Form F-3 (File No. 333-291988), meaning the meeting results now legally form part of that registration. The filing is signed by Chief Financial Officer Dennis Psachos on behalf of the company.

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Icon Energy Corp. files Prospectus Supplement No. 5 to its Form F-1, covering the resale from time to time of up to 2,071,442 common shares by YA II PN, Ltd. The supplement reflects a 1-for-5 reverse stock split effective January 8, 2026 and notes a Nasdaq last sale price of $1.73 on February 3, 2026.

Separately, the company entered an at-the-market offering agreement with Maxim Group LLC, allowing Icon Energy to sell common shares with an aggregate offering value of up to $3.4 million under its effective Form F-3 shelf. Net proceeds are intended for general corporate purposes, including working capital, debt repayment and potential fleet renewal or expansion.

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Icon Energy Corp. entered into an at-the-market offering agreement with Maxim Group LLC, allowing sales of common shares with an aggregate offering value of $3.4 million. Shares may be sold from time to time at the company’s discretion through Maxim acting as sales agent.

The company plans to use any proceeds for general corporate purposes, including working capital, debt repayments and fleet renewal or expansion. Sales will be made under Icon Energy’s effective Form F-3 shelf registration statement, using a base prospectus and prospectus supplement already filed with the SEC.

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Icon Energy Corp. is launching an at-the-market program to sell up to $3,400,000 of common shares through Maxim Group as sales agent. The shares trade on Nasdaq under “ICON,” and Maxim will receive up to 3% of the aggregate offering amount sold as commission.

The company had 2,508,470 common shares outstanding as of February 3, 2026, and could have up to 4,473,788 shares outstanding if all ATM capacity is used at a reference price of $1.73 per share. Net proceeds are earmarked for general corporate purposes, including working capital, debt repayment, and possible fleet renewal or expansion.

The filing highlights significant dilution risk from this program, the standby equity purchase agreement with Yorkville, and existing preferred shares and warrants with anti-dilution features. It also notes past and recent reverse stock splits and warns about potential Nasdaq delisting risk if minimum bid price or proposed market value thresholds are not met.

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Icon Energy Corp. has called its 2026 annual shareholder meeting for February 16, 2026 in Athens, Greece. Holders of Common Shares and Series B Perpetual Preferred Shares will vote on three proposals.

Shareholders are asked to elect Class II director Evangelos Macris, ratify Ernst & Young (Hellas) Certified Auditors Accountants S.A. as independent auditors for the year ending December 31, 2026, and approve amendments to the Articles of Incorporation and Bylaws. The amendments would allow shares to be represented solely in uncertificated form, permit shareholder action by written consent in lieu of a meeting where allowed by law, and consolidate prior changes. As of January 26, 2026, 2,508,470 Common Shares and 1,500,000 Preferred Shares were outstanding, with each Preferred Share carrying 1,000 votes. All Preferred Shares are held by Chairwoman and CEO Ismini Panagiotidi, giving her control of approximately 99.83% of the voting power.

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Icon Energy Corp. is registering up to 2,071,442 common shares for resale under a prospectus that this supplement updates with recent Standby Equity Purchase Agreement (SEPA) activity. The company reports that it has sold 1,136,470 common shares under the SEPA at an average price of $3.11 per share.

These SEPA advances generated approximately $3.5 million in net proceeds, which Icon plans to use for general corporate purposes and to pursue potential growth opportunities and strategic initiatives. After these sales, Icon states that it has 2,508,470 common shares issued and outstanding. The supplement also notes a previously implemented 1-for-5 reverse stock split, with all share figures in the document adjusted to reflect this change.

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Icon Energy Corp. raised net proceeds of $3.5 million by selling 1,136,470 common shares at an average price of $3.11 per share under its Standby Equity Purchase Agreement (SEPA) with an investor. The company views the SEPA, first entered on August 27, 2025, as a flexible way to access capital when needed.

Icon plans to use the cash for general corporate purposes and to pursue growth opportunities and strategic initiatives. Following these sales, the company had 2,508,470 common shares issued and outstanding as of the date of the announcement.

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Icon Energy Corp received an amended beneficial ownership report from Atlantis Holding Corp. and Ismini Panagiotidi. The amendment states that the reporting persons beneficially own 8,357,548 Common Shares, including 8,356,548 Common Shares issuable upon the hypothetical conversion of 18,954 Series A Cumulative Convertible Perpetual Preferred Shares, plus 1,000 existing Common Shares. This represents 76.9% of the Common Shares under Rule 13d-3(d)(1)(i), based on 2,508,470 Common Shares outstanding as of January 20, 2026.

The filing explains that the Series A Preferred Shares are convertible into Common Shares from July 16, 2025 until July 15, 2032, and that Atlantis acquired additional Series A Preferred Shares as payment-in-kind dividends on June 30, 2025 and December 31, 2025. Atlantis is controlled by Mrs. Panagiotidi, so she may be deemed to share beneficial ownership and voting power over the reported securities.

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FAQ

What is the current stock price of Icon Energy (ICON)?

The current stock price of Icon Energy (ICON) is $1.64 as of March 2, 2026.

What is the market cap of Icon Energy (ICON)?

The market cap of Icon Energy (ICON) is approximately 3.4M.

ICON Rankings

ICON Stock Data

3.42M
2.51M
Marine Shipping
Industrials
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Greece
Athens

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