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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
November 6, 2025
Date of Report (Date
of earliest event reported)
International
Seaways, Inc.
(Exact
Name of Registrant as Specified in Charter)
1-37836-1
Commission
File Number
| Marshall Islands |
|
98-0467117 |
| (State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification Number) |
600 Third Avenue,
39th Floor
New York, New York
10016
(Address
of Principal Executive Offices) (Zip Code)
Registrant's
telephone number, including area code (212) 578-1600
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
Symbol |
Name of each exchange on which registered |
| Common Stock (no par value) |
INSW |
New York Stock Exchange |
| Rights to Purchase Common Stock |
N/A true |
New York Stock Exchange |
Section
2 – Financial Information
| Item 2.02 | Results of Operations and Financial
Condition. |
The
following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 2.02 — Results of Operations
and Financial Condition of Form 8-K. This information is not deemed to be “filed” for the purposes of Section 18 of
the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements.
On
November 6, 2025, International Seaways, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing
third quarter 2025 earnings.
Section
7 – Regulation FD
| Item 7.01 | Regulation FD Disclosure. |
The
following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 7.01 — Regulation
FD Disclosure of Form 8-K. This information is not deemed to be “filed” for the purposes of Section 18 of the
Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act of 1933 registration statements.
On
November 5, 2025, INSW’s Board of Directors declared a combined dividend of $0.86 per share of common stock payable in the fourth
quarter of 2025, comprised of a regular quarterly dividend of $0.12 per share of common stock and a supplemental dividend of $0.74 per
share of common stock. Both such dividends are payable on December 23, 2025 to shareholders of record at the close of business on December
9, 2025.
Section
9 – Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
(d)
Exhibits
Pursuant
to General Instruction B.2 of Form 8-K, the following exhibit is furnished with this Form 8-K.
| Exhibit No. |
Description |
| |
|
| 99.1 |
Press Release dated November 6, 2025. |
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
INTERNATIONAL SEAWAYS, INC. |
| |
(Registrant) |
| |
|
| |
|
|
|
| Date: November 6, 2025 |
By |
|
/s/ James D. Small III |
| |
|
Name: |
James D. Small III |
| |
|
Title: |
Chief Administrative Officer, Senior Vice President, Secretary and General Counsel |
EXHIBIT
INDEX
| Exhibit No. |
Description |
| 99.1 |
Press Release dated November 6, 2025. |
