[6-K] OceanPal Inc. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

SM Energy (SM) Form 4: Sr. VP-Finance Patrick A. Lytle reported equity-based transactions dated 07/24-25/2025.

• PSU vesting: 1,331 common shares issued following three-year performance cycle that met time-based and quantitative targets. Code M.
• Tax withholding sale: 557 shares automatically disposed at $24.71 per share (Code F) to satisfy withholding obligations.
• Resulting direct ownership: 12,796 common shares.
• New RSU grant: 10,561 restricted stock units awarded 07/25/2025 (Code A); units convert 1:1 into common shares in three equal annual tranches beginning 07/01/2026.

Following these transactions Lytle holds 12,796 shares directly plus 10,561 derivative RSUs, increasing his total potential stake to 23,357 shares, thereby extending equity alignment through 2028.

Positive

• 1,331 PSUs vested—performance goals met, indicating management achieved predefined operational targets.
• Total equity exposure grows to 23,357 shares, increasing insider alignment with shareholders.

Negative

• 557 shares sold to cover taxes, a small net share reduction versus gross issuance.
• No open-market purchase; transactions are compensation-driven, limiting bullish signal strength.

Insights

Equity Compensation Analyst

TL;DR: Routine equity vesting and RSU grant; no open-market buying, modest alignment, neutral impact.

The filing reflects scheduled vesting of a 2022 performance share unit award and the customary grant of new RSUs under SM Energy’s long-term incentive plan. While Lytle’s direct share count rises 6% to 12.8k, the acquisition was non-cash and partially offset by tax-related sale of 557 shares. The 10.6k RSU award extends retention incentives through 2028 but does not represent fresh capital at risk. Because there is no discretionary open-market purchase or sizable sale, the market signal is largely neutral. Investors may view continued equity accumulation positively, yet the transaction is routine and unlikely to influence valuation or liquidity.

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2025

Commission File Number: 001-40930

OCEANPAL INC.

(Translation of registrant's name into English)

Pendelis 26, 175 64 Palaio Faliro, Athens, Greece

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [X] Form 40-F [ ]

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

As previously announced, on July 22, 2025, OceanPal Inc. (the “Company”) closed a public offering (the “Offering”) of 10,975,600 units, each unit consisting of one common share, par value $0.01 per share, of the Company (“Common Share”) and one Class C Warrant to purchase one Common Share (the “Class C Warrant”), at a price per unit of $1.64 (the “Offering Price”), pursuant to an underwriting agreement with Maxim Group LLC (the “Underwriter”), dated July 21, 2025. The Underwriter was granted a 45-day option to purchase from us up to 1,646,340 additional Common Shares at the offering price of $1.63 per share and/or up to 1,646,340 Class C Warrants at a purchase price of $0.01 per Class C Warrant (the “Over-allotment Option”).

On July 24, 2025, the Underwriter partially exercised the Over-allotment Option to purchase an additional 1,646,340 Class C Warrants.

The information contained in this Report on Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-269961 and 333-273073) that were filed with the U.S. Securities and Exchange Commission and became effective on April 18, 2023 and July 14, 2023, respectively.

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, thereunto duly authorized.

	OCEANPAL INC.
	(registrant)
Dated: July 25, 2025	By:	/s/ Robert Perri
		Robert Perri
		Chief Executive Officer

FAQ

What insider activity was reported for SM on 07/24/2025?

Patrick A. Lytle received 1,331 shares from PSU vesting and disposed of 557 shares for tax withholding.

How many RSUs did SM Energy grant to Patrick Lytle?

He was awarded 10,561 restricted stock units on 07/25/2025.

What is the vesting schedule for the new RSUs?

The RSUs vest in three equal annual installments beginning 07/01/2026.

What is Lytle's direct share ownership after the transactions?

He now directly owns 12,796 common shares of SM Energy.

At what price were shares sold to cover taxes?

The 557 shares were disposed at $24.71 per share.