RSU vesting gives International Seaways (NYSE: INSW) CAO 1,038 shares

Rhea-AI Filing Summary

International Seaways, Inc. reported that CAO, SVP, Secretary & General Counsel James D. Small III had 2,201 restricted stock units vest on March 13, 2026 under the company’s 2020 Management Incentive Compensation Plan. These units were settled in 2,201 shares of common stock.

In connection with this vesting, 1,163 shares were withheld by International Seaways to cover the reporting person’s tax withholding liability. As a result, he effectively retained 1,038 shares from the award and directly owns 40,085 shares of common stock following the transactions. The filing shows no open‑market purchases or sales; the movements reflect equity compensation vesting and related tax withholding.

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

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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^*

Small James D III

(Last) (First) (Middle)

C/O INTERNATIONAL SEAWAYS, INC.

600 THIRD AVENUE, 39TH FLOOR

(Street)

NEW YORK NY 10016

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
International Seaways, Inc. [ INSW ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CAO,SVP,Sec. & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

4. 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 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
Common Stock, no par value per share	03/13/2026		J(1)		2,201(1)	A	(1)	41,248	D
Common Stock, no par value per share	03/13/2026		F(1)		1,163(1)	D	(1)	40,085	D

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
Restricted Stock Units(2)	$0	03/13/2026		D(2)			2,201(2)	(2)	(2)	Common Stock(2)	2,201(2)	(2)	2,201(2)	D

Explanation of Responses:

1. These 2,201 shares of Common Stock are being acquired in connection with the vesting of 2,201 restricted stock units on March 13, 2026 pursuant to the International Seaways, Inc. 2020 Management Incentive Compensation Plan (the "Plan") which vested units are being settled in shares of Common Stock. In connection with the vesting of the units 1,163 shares are being withheld by International Seaways, Inc. ("INSW") in payment of the Reporting Person's tax withholding liability incurred as a result of the vesting of the units.

2. These 2,201 restricted stock units vested on March 13, 2026 and are being settled in shares of Common Stock as reported in Table I of this Form 4.

	/s/James D. Small III	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What did International Seaways (INSW) report for James D. Small III on this Form 4?

International Seaways reported that CAO James D. Small III had 2,201 restricted stock units vest on March 13, 2026, which were settled in common shares as part of the company’s 2020 Management Incentive Compensation Plan.

How many International Seaways (INSW) RSUs vested for the CAO on March 13, 2026?

A total of 2,201 restricted stock units vested for the CAO on March 13, 2026. These RSUs were granted under the 2020 Management Incentive Compensation Plan and were settled one-for-one in shares of International Seaways common stock.

How many INSW shares were withheld for taxes from the CAO’s RSU vesting?

The company withheld 1,163 shares of International Seaways common stock to satisfy James D. Small III’s tax withholding liability arising from the RSU vesting. This withholding was executed as a share-based payment of the tax obligation.

How many International Seaways (INSW) shares does the CAO own after these transactions?

After the reported transactions, CAO James D. Small III directly owns 40,085 shares of International Seaways common stock. This reflects the RSU vesting, settlement into shares, and the shares withheld by the company to cover tax obligations.

Were there any open-market buy or sell transactions by the INSW CAO in this Form 4?

No open-market buys or sells were reported. The Form 4 shows RSU vesting, settlement into common stock, a disposition to the issuer, and shares withheld by International Seaways to cover tax liabilities, rather than discretionary market trades.

What is the purpose of the RSU award reported for International Seaways (INSW) CAO?

The RSU award is part of International Seaways’ 2020 Management Incentive Compensation Plan. It provides equity-based compensation, aligning the CAO’s interests with shareholders by granting units that vest over time and settle in common stock.