International Seaways (INSW) CEO logs 6,346 RSU vesting and tax share withholding

Rhea-AI Filing Summary

International Seaways, Inc. President & CEO Lois K. Zabrocky reported routine equity compensation activity. On March 13, 6,346 restricted stock units vested under the company’s 2020 Management Incentive Compensation Plan and were settled in 6,346 shares of common stock. In connection with this vesting, 3,068 shares were withheld by International Seaways to cover her tax withholding obligation. Following these transactions, she directly holds 210,745 shares of common stock, along with remaining unvested restricted stock units.

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^*

Zabrocky Lois K

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

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)		6,346(1)	A	(1)	213,813	D
Common Stock, no par value per share	03/13/2026		F(1)		3,068(1)	D	(1)	210,745	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)			6,346(2)	(2)	(2)	Common Stock(2)	6,346(2)	(2)	6,347(2)	D

Explanation of Responses:

1. These 6,346 shares of Common Stock are being acquired in connection with the vesting of 6,346 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 3,068 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 6,346 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, Attorney-in-Fact, pursuant to power of attorney previously filed	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did INSW CEO Lois K. Zabrocky report on this Form 4?

Lois K. Zabrocky reported the vesting of 6,346 restricted stock units that were settled in an equal number of International Seaways common shares. This reflects routine equity compensation under the company’s 2020 Management Incentive Compensation Plan rather than an open-market purchase or sale.

How many International Seaways (INSW) RSUs vested for the CEO in this filing?

A total of 6,346 restricted stock units vested for the CEO on March 13, 2026. These units were granted under the International Seaways 2020 Management Incentive Compensation Plan and were settled in 6,346 shares of common stock as part of her compensation package.

How were taxes handled on the INSW CEO’s RSU vesting reported here?

To cover tax withholding from the RSU vesting, 3,068 shares of International Seaways common stock were withheld by the company. This tax-withholding disposition is a non-market transaction and does not represent an open-market sale by the CEO.

How many INSW common shares does the CEO hold after these transactions?

After the reported RSU vesting and related tax withholding, Lois K. Zabrocky directly holds 210,745 shares of International Seaways common stock. This figure reflects her updated ownership position following the March 13, 2026 compensation-related transactions.

Was the INSW CEO’s Form 4 transaction an open-market buy or sell of shares?

No, the transactions were not open-market buys or sells. They consisted of RSU vesting settled in shares, an internal disposition of RSUs to the issuer, and shares withheld to satisfy tax obligations, all arising from the company’s equity compensation plan.

What role does the International Seaways 2020 Management Incentive Compensation Plan play in this Form 4?

The 2020 Management Incentive Compensation Plan is the framework under which the CEO’s 6,346 restricted stock units vested and were settled in common shares. It governs the grant, vesting, and settlement terms for these equity awards reported in this Form 4.