Dorian LPG updates executive severance terms

Q: What governance change did Dorian LPG (LPG) make on July 24, 2026?

Dorian LPG’s board approved an Amended and Restated Executive Severance and Change in Control Severance Plan on July 24, 2026, updating key terms governing executive severance and change in control events.

Q: How did Dorian LPG (LPG) change its definition of Change in Control?

Dorian LPG revised its “Change in Control” definition by removing certain carve-outs. The updated definition is intended to align with the Change in Control definition in the company’s Second Amended and Restated 2014 Equity Incentive Plan.

Q: Which executives are affected by Dorian LPG’s (LPG) amended Severance Plan?

The amended document is an Executive Severance and Change in Control Severance Plan, indicating it applies to executive officers. It governs severance and change in control protections for those covered executives.

Q: How is Dorian LPG’s (LPG) Severance Plan tied to its 2014 Equity Incentive Plan?

The updated Severance Plan’s Change in Control definition is intended to be aligned with the corresponding definition in Dorian LPG’s Second Amended and Restated 2014 Equity Incentive Plan, harmonizing key triggers across plans.

Dorian LPG Ltd. updated its executive severance arrangements.

Accepted by SEC EDGAR 07/30/2026 - 04:07 PM EDT

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Form Type

8-K

Rhea-AI Filing Summary

Dorian LPG Ltd. updated its executive severance arrangements. On July 24, 2026, the board, following a recommendation from its compensation committee, approved and adopted an Amended and Restated Executive Severance and Change in Control Severance Plan covering executive officers.

The revision focuses on the definition of “Change in Control”. Certain carve-outs in that definition were removed because they are no longer considered appropriate in light of the company’s current shareholder base. The updated definition is intended to align with the “Change in Control” definition used in Dorian LPG’s Second Amended and Restated 2014 Equity Incentive Plan.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Plan approval date: July 24, 2026 Plan effective date: July 24, 2026 Common stock par value: $0.01 per share

3 metrics

Plan approval date July 24, 2026 Date the board approved the Amended and Restated Executive Severance and Change in Control Severance Plan

Plan effective date July 24, 2026 The Amended and Restated Executive Severance and Change in Control Severance Plan is effective on this date

Common stock par value $0.01 per share Par value of Dorian LPG Ltd. common stock listed on the New York Stock Exchange

Key Terms

Amended and Restated Executive Severance and Change in Control Severance Plan, Change in Control, Second Amended and Restated 2014 Equity Incentive Plan, compensation committee

4 terms

Amended and Restated Executive Severance and Change in Control Severance Plan financial

"approved and adopted the Company’s Amended and Restated Executive Severance and Change in Control Severance Plan"

Change in Control financial

"revised the definition of “Change in Control” to remove certain carve-outs"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Second Amended and Restated 2014 Equity Incentive Plan financial

"aligned with the definition of “Change in Control” contained in the Company’s Second Amended and Restated 2014 Equity Incentive Plan"

compensation committee financial

"upon the approval and recommendation of the Company’s compensation committee"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What governance change did Dorian LPG (LPG) make on July 24, 2026?

Dorian LPG’s board approved an Amended and Restated Executive Severance and Change in Control Severance Plan on July 24, 2026, updating key terms governing executive severance and change in control events.

How did Dorian LPG (LPG) change its definition of Change in Control?

Dorian LPG revised its “Change in Control” definition by removing certain carve-outs. The updated definition is intended to align with the Change in Control definition in the company’s Second Amended and Restated 2014 Equity Incentive Plan.

Why did Dorian LPG (LPG) remove carve-outs from its Change in Control definition?

The company states the carve-outs were removed because they are no longer appropriate in view of its current shareholders. This suggests the prior exclusions no longer matched the company’s present ownership structure.

Which executives are affected by Dorian LPG’s (LPG) amended Severance Plan?

The amended document is an Executive Severance and Change in Control Severance Plan, indicating it applies to executive officers. It governs severance and change in control protections for those covered executives.

How is Dorian LPG’s (LPG) Severance Plan tied to its 2014 Equity Incentive Plan?

The updated Severance Plan’s Change in Control definition is intended to be aligned with the corresponding definition in Dorian LPG’s Second Amended and Restated 2014 Equity Incentive Plan, harmonizing key triggers across plans.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

Date of Report (Date of earliest event reported): July 24, 2026


DORIAN LPG LTD.
(Exact name of registrant as specified in its charter)
Republic of the Marshall Islands	001-36437	66-0818228
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS employer identification no.)

c/o Dorian LPG (USA) LLC, 27 Signal Road, Stamford, Connecticut		06902
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code): (203) 674-9900

(Former Name or Former Address, if Changed Since Last Report): None

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 (see General Instruction A.2. below):

☐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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

LPG

New York Stock Exchange

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. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 24, 2026, the Board of Directors of Dorian LPG Ltd. (the “Company”), upon the approval and recommendation of the Company’s compensation committee, approved and adopted the Company’s Amended and Restated Executive Severance and Change in Control Severance Plan (the “Severance Plan”). The Severance Plan was amended to revise the definition of “Change in Control” to remove certain carve-outs to such definition that are no longer appropriate in view of the Company’s current shareholders. This definition is intended to be aligned with the definition of “Change in Control” contained in the Company’s Second Amended and Restated 2014 Equity Incentive Plan.

The foregoing description is qualified in its entirety by reference to the full text of the Severance Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number		Description
10.1		Amended and Restated Executive Severance and Change in Control Severance Plan, effective July 24, 2026

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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, thereunto duly authorized.

July 30, 2026		DORIAN LPG LTD.
		(registrant)

	By:	/s/ Theodore B. Young
		Theodore B. Young
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

EX-10.1 EX-10.1 121.5 KB