Icon Energy (NASDAQ: ICON) entity issued 2,436 Series A preferred as in-kind dividend

Rhea-AI Filing Summary

Icon Energy Corp disclosed an internal restructuring-style transaction involving its Series A Cumulative Convertible Perpetual Preferred Shares. On June 30, 2026, Atlantis Holding Corp., an entity controlled by CEO and director Panagiotidi Ismini Evangelia, received 2,436 Series A Preferred Shares as a dividend paid in kind rather than in cash.

The company approved dividends on these preferred shares in an aggregate amount of $2,436,053 and satisfied this obligation by issuing 2,436 additional Series A Preferred Shares. Following this issuance, Atlantis held 21,390 Series A Preferred Shares. These preferred shares are convertible into common shares at the holder’s option until July 15, 2032 at a conversion price equal to the lesser of $1,200 and the five-day volume weighted average price of Icon Energy’s common shares before a conversion notice.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Panagiotidi Ismini Evangelia

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Series A Cumulative Convertible Perpetual Preferred Shares	2,436	$0.00	--

Holdings After Transaction: Series A Cumulative Convertible Perpetual Preferred Shares — 21,390 shares (Indirect, By Atlantis Holding Corp.)

Footnotes (1)

1. Series A Cumulative Convertible Perpetual Preferred Shares may be converted at the holder's option until July 15, 2032, to the Company's common shares at a conversion price equal to the lesser of $1,200 and the volume weighted average price of the Company's common shares over the five consecutive trading day period expiring on the trading day immediately prior to the date of delivery of written notice of the conversion. The Series A Cumulative Convertible Perpetual Preferred Shares have no expiration date. On June 30, 2026, Atlantis Holding Corp. ("Atlantis") acquired 2,436 Series A Preferred Shares, as a result of the Company's election to pay in kind the dividend due on the Series A Cumulative Convertible Perpetual Preferred Shares. On June 30, 2026, the Company approved the distribution of dividends on the Series A Cumulative Convertible Perpetual Preferred Shares in an aggregate amount of $2,436,053 and elected to pay such dividend in kind, by issuing 2,436 Series A Cumulative Convertible Perpetual Preferred Shares. The reported securities are held by Atlantis, a company incorporated in the Marshall Islands and controlled by the Reporting Person. The Reporting Person may be deemed to beneficially own the securities owned directly by Atlantis. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest.

Key Figures

Preferred shares issued in-kind: 2,436 Series A Preferred Shares Aggregate dividend amount: $2,436,053 Preferred shares held after: 21,390 Series A Preferred Shares +2 more

5 metrics

Preferred shares issued in-kind 2,436 Series A Preferred Shares Dividend paid in kind on June 30, 2026

Aggregate dividend amount $2,436,053 Dividends on Series A Preferred approved June 30, 2026

Preferred shares held after 21,390 Series A Preferred Shares Atlantis Holding Corp. position following transaction

Conversion price cap $1,200 per common share Upper bound of conversion price for Series A Preferred

Conversion window end date July 15, 2032 Last date holders may elect to convert Series A Preferred

Key Terms

Series A Cumulative Convertible Perpetual Preferred Shares, pay in kind, volume weighted average price, beneficially own, +1 more

5 terms

Series A Cumulative Convertible Perpetual Preferred Shares financial

"Series A Cumulative Convertible Perpetual Preferred Shares may be converted at the holder's option until July 15, 2032"

pay in kind financial

"elected to pay such dividend in kind, by issuing 2,436 Series A Cumulative Convertible Perpetual Preferred Shares"

volume weighted average price financial

"at a conversion price equal to the lesser of $1,200 and the volume weighted average price of the Company's common shares"

The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.

beneficially own financial

"The Reporting Person may be deemed to beneficially own the securities owned directly by Atlantis"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

dividend in kind financial

"elected to pay such dividend in kind, by issuing 2,436 Series A Cumulative Convertible Perpetual Preferred Shares"

A dividend in kind is a payout to shareholders made in assets other than cash—common forms include additional shares, physical property, or other securities—so investors receive something tangible or financial instead of money. It matters because it preserves a company’s cash while changing an investor’s ownership mix and liquidity, and it can carry different tax or resale consequences than a cash dividend, effectively shifting how value is held or realized.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:17 PM Accepted by SEC EDGAR 07/02/2026 - 04:15 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Panagiotidi Ismini Evangelia

(Last) (First) (Middle)

17TH KM NATIONAL ROAD

ATHENS-LAMIA & FOINIKOS STR.

(Street)

NEA KIFISSIA ATHENS 14564

(City) (State) (Zip)

GREECE

(Country)

2. Issuer Name and Ticker or Trading Symbol
Icon Energy Corp [ ICON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

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
Series A Cumulative Convertible Perpetual Preferred Shares	(1)	06/30/2026		J(2)		2,436		06/30/2026	(1)	Common Shares	(1)	(3)	21,390	I	By Atlantis Holding Corp.(4)

Explanation of Responses:

1. Series A Cumulative Convertible Perpetual Preferred Shares may be converted at the holder's option until July 15, 2032, to the Company's common shares at a conversion price equal to the lesser of $1,200 and the volume weighted average price of the Company's common shares over the five consecutive trading day period expiring on the trading day immediately prior to the date of delivery of written notice of the conversion. The Series A Cumulative Convertible Perpetual Preferred Shares have no expiration date.

2. On June 30, 2026, Atlantis Holding Corp. ("Atlantis") acquired 2,436 Series A Preferred Shares, as a result of the Company's election to pay in kind the dividend due on the Series A Cumulative Convertible Perpetual Preferred Shares.

3. On June 30, 2026, the Company approved the distribution of dividends on the Series A Cumulative Convertible Perpetual Preferred Shares in an aggregate amount of $2,436,053 and elected to pay such dividend in kind, by issuing 2,436 Series A Cumulative Convertible Perpetual Preferred Shares.

4. The reported securities are held by Atlantis, a company incorporated in the Marshall Islands and controlled by the Reporting Person. The Reporting Person may be deemed to beneficially own the securities owned directly by Atlantis. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest.

	/s/ Dennis Psachos, Attorney-in-Fact for Ismini Panagiotidi	07/02/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Icon Energy Corp (ICON) report in this Form 4?

Icon Energy reported that Atlantis Holding Corp., an entity controlled by CEO Panagiotidi Ismini Evangelia, received 2,436 Series A Cumulative Convertible Perpetual Preferred Shares as a dividend paid in kind on June 30, 2026, instead of receiving the dividend in cash.

How many Series A Preferred Shares does Atlantis Holding Corp. hold after the ICON transaction?

After the June 30, 2026 transaction, Atlantis Holding Corp. holds 21,390 Series A Cumulative Convertible Perpetual Preferred Shares of Icon Energy. This reflects the addition of 2,436 new preferred shares issued as payment in kind for the approved dividend on the existing Series A Preferred Shares.

What was the total dividend amount associated with Icon Energy’s Series A Preferred Shares?

Icon Energy approved dividends on its Series A Cumulative Convertible Perpetual Preferred Shares in an aggregate amount of $2,436,053. Instead of paying this amount in cash, the company elected to issue 2,436 additional Series A Preferred Shares as a dividend paid in kind on June 30, 2026.

How can Icon Energy’s Series A Preferred Shares be converted into common shares?

Series A Cumulative Convertible Perpetual Preferred Shares may be converted at the holder’s option until July 15, 2032 into Icon Energy common shares at a conversion price equal to the lesser of $1,200 and the five-day volume weighted average price before a conversion notice.

Does CEO Panagiotidi Ismini Evangelia directly own the reported Icon Energy preferred shares?

The reported Series A Preferred Shares are held by Atlantis Holding Corp., a Marshall Islands company controlled by Panagiotidi Ismini Evangelia. She may be deemed to beneficially own these securities but disclaims beneficial ownership except to the extent of her pecuniary interest in Atlantis.

Was the Icon Energy insider transaction a market buy or sell of shares?

No, the transaction was not a market buy or sell. Atlantis Holding Corp. received 2,436 Series A Preferred Shares as a dividend paid in kind, reflecting Icon Energy’s election to satisfy a $2,436,053 preferred dividend obligation through additional preferred share issuance instead of a cash payment.