Pangaea Logistics (PANL) plans CEO Filanowski 2026 retirement, elevates COO Petersen

Rhea-AI Filing Summary

Pangaea Logistics Solutions Ltd. announced a planned leadership transition. Chief Executive Officer Mark Filanowski will retire and step down from the Board of Directors effective January 1, 2026, after eleven years with the company. As part of the succession plan, Chief Operating Officer Mads Petersen, age 46, has been appointed to become President and Chief Executive Officer on January 1, 2026. Petersen will resign from his COO role when he assumes the CEO position.

Petersen will also join the Board of Directors effective January 1, 2026 and is expected to be nominated for reelection at the next annual shareholder meeting. He has been with Pangaea since 2009, originally establishing and leading Nordic Bulk Carriers, now Pangaea Logistics Solutions Denmark, and has overseen the company’s commercial, operational, and technical functions as COO since 2022. The filing emphasizes his long-standing familiarity with the company and extensive shipping industry experience as reasons he is considered a suitable director.

Insights

Corporate governance and leadership transition analyst

Planned CEO succession from long‑tenured leader to experienced internal COO, with continuity focus.

Pangaea Logistics Solutions Ltd. is implementing a structured leadership change, with CEO Mark Filanowski set to retire and leave the Board on January 1, 2026. The company has designated current COO Mads Petersen, who has been with the organization since 2009 and has led key commercial, operational, and technical functions since 2022, to become President and CEO on the same date. This indicates an internal succession rather than an external shake-up.

Petersen will also join the Board of Directors on January 1, 2026 and be nominated for reelection at the next annual shareholder meeting, aligning executive leadership with board representation. His background includes establishing the company’s Danish subsidiary and overseeing ice-class vessel and newbuilding activities in Japan and China, suggesting deep operational knowledge across core shipping activities. The impact for investors centers on how smoothly this transition proceeds and how Petersen’s leadership style aligns with the company’s existing strategy, which future disclosures and performance updates will clarify.

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, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

0001606909false00016069092025-09-172025-09-17

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): September 17, 2025  

PANGAEA LOGISTICS SOLUTIONS LTD.

(Exact Name of Registrant as Specified in Charter)

Bermuda			001-36798			98-1205464
(State or Other Jurisdiction			(Commission			(IRS Employer
of Incorporation)			File Number)			Identification No.)

c/o Phoenix Bulk Carriers (US) LLC

109 Long Wharf, Newport, Rhode Island 02840

(Address of Principal Executive Offices) (Zip Code)

(401) 846-7790

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 exchange on which registered
Common Stock			PANL			Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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 September 17, 2025, Pangaea Logistics Solutions Ltd. (the “Company”) announced that Mark Filanowski will retire as the Company’s Chief Executive Officer and step-down from the Board of Directors effective on January 1, 2026, following eleven years with the Company. As part of the Company’s succession plan, Mads Petersen, 46, the Company’s Chief Operating Officer since 2022, has been appointed to succeed Mr. Filanowski as President and Chief Executive Officer, effective January 1, 2026. Mr. Peterson intends to resign as the Company’s Chief Operating Officer, effective as of his appointment as Chief Executive Officer on January 1, 2026. In connection with his appointment as Chief Executive Officer, Mr. Petersen will also join the Company’s Board of Directors effective as of January 1, 2026, to be nominated for reelection to the Company’s Board of Directors at the next annual shareholder meeting.

Mr. Petersen joined the Company in 2009 when he established and served as Managing Director of Nordic Bulk Carriers, currently renamed Pangaea Logistics Solutions Denmark in 2023. a wholly owned subsidiary of the Company. He led the Company’s Copenhagen office, where he focused on the Company’s ice-class vessel activities and oversaw the Company’s newbuilding activities in Japan and China. Mr. Petersen has overseen the Company’s commercial, operational, and technical functions as Chief Operating Officer since 2022. Additionally, Mr. Peterson will make a suitable director of the Company due to his long-standing familiarity with the Company and its operations and vast experience in the shipping industry.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit			Description
99.1			Press Release dated September 17, 2025
104			Cover Page Interactive Data File ( embedded within Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Dated: September 17, 2025

			PANGAEA LOGISTICS SOLUTIONS LTD.
			By:			/s/ Gianni Del Signore
						Name: Gianni Del Signore Title: Chief Financial Officer

FAQ

What executive leadership change did Pangaea Logistics Solutions (PANL) announce?

Pangaea Logistics Solutions announced that CEO Mark Filanowski will retire and step down from the Board effective January 1, 2026, and COO Mads Petersen will become President and CEO on that date.

When will PANLs new CEO, Mads Petersen, take office?

Mads Petersen will assume the roles of President and Chief Executive Officer effective January 1, 2026, as part of the companys planned succession.

Will outgoing CEO Mark Filanowski remain on Pangaea Logistics Solutions Board?

No. Mark Filanowski will retire as CEO and step down from the Board of Directors effective January 1, 2026, concluding eleven years with the company.

What role will Mads Petersen have on the PANL Board of Directors?

Mads Petersen will join the Board of Directors effective January 1, 2026 and is expected to be nominated for reelection at the next annual shareholder meeting.

What is Mads Petersens background at Pangaea Logistics Solutions (PANL)?

Mads Petersen joined the company in 2009, founded and led Nordic Bulk Carriers (now Pangaea Logistics Solutions Denmark), focused on ice-class vessels and newbuilding projects, and has served as Chief Operating Officer since 2022 overseeing commercial, operational, and technical functions.

Will Mads Petersen remain COO of Pangaea Logistics Solutions after becoming CEO?

No. The company states that Mads Petersen intends to resign as Chief Operating Officer effective when he is appointed Chief Executive Officer on January 1, 2026.