INSW treasurer reports RSU vesting and tax withholding

International Seaways, Inc. Treasurer Debra Grillo reported routine equity compensation activity.

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Rhea-AI Filing Summary

International Seaways, Inc. Treasurer Debra Grillo reported routine equity compensation activity. On July 2, 2026, 904 restricted stock units vested under the company’s 2025 Management Incentive Plan and were settled in 904 shares of common stock. In connection with this vesting, 326 common shares were withheld by International Seaways to cover her tax withholding liability, a non-market transaction. Following these events, she directly holds 1,763 shares of common stock and 1,811 restricted stock units, reflecting ongoing equity-based compensation rather than open-market trading.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Grillo Debra

Role Treasurer

Type	Security	Shares	Price	Value
Disposition	Restricted Stock Units	904	$0.00	$0.00
Other	Common Stock	904	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	326	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 1,811 contracts (Direct); Common Stock — 1,763 shares (Direct)

Footnotes (2)

F1. These 904 shares of Common Stock were acquired upon the vesting of 904 restricted stock units on July 2, 2026 pursuant to the International Seaways, Inc. 2025 Management Incentive Plan (the "Plan") which vested units settled in shares of Common Stock. In connection with the vesting of the units, 326 shares were 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.
F2. These 904 restricted stock units vested on July 2, 2026 and were settled in shares of Common Stock as reported in Table I of this Form 4.

Key Figures

RSUs vested: 904 units Shares withheld for taxes: 326 shares Common shares held after transactions: 2,089 shares +3 more

6 metrics

RSUs vested 904 units Vested and settled in common stock on July 2, 2026

Shares withheld for taxes 326 shares Tax withholding on RSU vesting July 2, 2026

Common shares held after transactions 2,089 shares Direct holdings following July 2, 2026 events

RSUs remaining after disposition 1,811 units Restricted stock units held after July 2, 2026 vesting

Tax-withholding shares count 326 shares Classified as taxWithholdingShares in transaction summary

Restructuring-related shares 904 shares Classified as restructuringShares tied to RSU settlement

Key Terms

restricted stock units, tax withholding liability, Management Incentive Plan, disposition to issuer, +1 more

5 terms

restricted stock units financial

"These 904 restricted stock units vested on July 2, 2026 and were settled in shares of Common Stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding liability financial

"326 shares were withheld by International Seaways, Inc. in payment of the Reporting Person's tax withholding liability"

Management Incentive Plan financial

"pursuant to the International Seaways, Inc. 2025 Management Incentive Plan (the "Plan")"

A management incentive plan is a structured pay program that rewards company executives and senior managers when they meet specific goals, using cash bonuses, stock awards, or options. It matters to investors because it helps align leaders’ actions with shareholder interests—like tying a coach’s bonus to a team’s wins—while influencing retention, risk-taking and potential share dilution, all of which can affect company performance and stock value.

disposition to issuer financial

"transaction_code_description: "Disposition to issuer""

other acquisition or disposition financial

"transaction_code_description: "Other acquisition or disposition""

FAQ

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What insider transaction did INSW Treasurer Debra Grillo report on this Form 4?

Debra Grillo reported the vesting of 904 restricted stock units that settled in 904 common shares. These equity awards were granted under International Seaways’ 2025 Management Incentive Plan as part of her compensation, rather than being open-market share purchases or sales.

How many International Seaways (INSW) shares were withheld for taxes in this filing?

A total of 326 common shares were withheld to cover Debra Grillo’s tax withholding liability from the RSU vesting. This tax-withholding disposition is a standard, non-market mechanism used instead of paying taxes in cash upon equity award vesting.

How many International Seaways (INSW) shares does Debra Grillo hold after these transactions?

After the reported transactions, Debra Grillo directly holds 2,089 shares of International Seaways common stock. This total reflects the newly issued shares from vested RSUs, net of the portion withheld by the company to satisfy her associated tax obligations.

What happened to Debra Grillo’s restricted stock units (RSUs) in this INSW Form 4?

904 restricted stock units vested and were settled in common shares, reducing her RSU balance. After this disposition to the issuer, she holds 1,811 RSUs, which represent additional potential future common shares upon vesting, subject to the plan’s terms and conditions.

Were there any open-market buys or sells by the INSW Treasurer in this Form 4?

No open-market purchases or sales were reported. The Form 4 shows tax withholding of 326 shares and RSU vesting and settlement transactions, which are compensation-related and administrative, not discretionary trading in International Seaways stock on the open market.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 07/07/2026 - 05:49 PM EDT

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^*

Grillo Debra

(Last)

(First)

(Middle)

C/O INTERNATIONAL SEAWAYS, INC.

600 THIRD AVENUE, 39TH FLOOR

(Street)

NEW YORK

10016

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)
	Treasurer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/02/2026		J⁽¹⁾		904⁽¹⁾	A	⁽¹⁾	2,089⁽¹⁾	D
Common Stock	07/02/2026		F⁽¹⁾		326⁽¹⁾	D	⁽¹⁾	1,763⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽²⁾	$0	07/02/2026		D⁽²⁾			904⁽²⁾	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	904⁽²⁾	⁽²⁾	1,811⁽²⁾	D

Explanation of Responses:

1. These 904 shares of Common Stock were acquired upon the vesting of 904 restricted stock units on July 2, 2026 pursuant to the International Seaways, Inc. 2025 Management Incentive Plan (the "Plan") which vested units settled in shares of Common Stock. In connection with the vesting of the units, 326 shares were 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 904 restricted stock units vested on July 2, 2026 and were settled in shares of Common Stock as reported in Table I of this Form 4.

	/s/James D. Small III, Attorney-in-Fact, pursuant to a power of attorney previously filed	07/07/2026
	** 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)

Source: View Original Filing on SEC EDGAR