Safe Bulkers raises €80.4M in share sale

Safe Bulkers, Inc. priced a 12 million-share private placement at €6.70, raising €80.4 million in gross proceeds from selected investors.

Rhea-AI Filing Summary

Safe Bulkers, Inc. (SB) announced a successfully completed private placement of 12,000,000 new common shares to selected investors through an accelerated bookbuilding process led by Piraeus Bank S.A., DNB Carnegie (DNB Bank ASA) and Fearnley Securities AS. The Company set the offering price at €6.70 per share, resulting in total gross proceeds of €80,400,000. Chief Executive Officer and largest shareholder Polys Hajioannou was allocated 1,500,000 shares, scaled back from his initial subscription of 2,000,000 shares to facilitate allocations to other investors. The new shares will be delivered through Euronext Securities Athens, with settlement expected on September 11, 2026, and are expected to be listed on both Euronext Athens and the New York Stock Exchange, with trading on Euronext Athens expected to begin on September 14, 2026. The announcement is classified as a public disclosure of inside information under EU market abuse rules and is accompanied by extensive jurisdictional and securities-law selling restrictions.

Filing Explained

The priced placement is not yet settled: delivery of 12 million new shares would dilute existing holders’ percentage ownership.

Safe Bulkers’s Form 6-K, an interim report for material information, reports a priced and allocated placement of 12,000,000 new common shares. Once delivered, those new shares would increase the share count and reduce existing holders’ percentage ownership; the filing does not quantify the resulting dilution.

A private placement is a sale to selected investors outside a public offering. Although the announcement uses “completion,” its concrete state is that offers were accepted and priced at €6.70 per share; settlement on September 11, 2026 and trading on September 14, 2026 remain expected, so delivery and trading are not yet reported.

Key Figures

New shares issued: 12,000,000 shares Offering price: €6.70 per share Gross proceeds: €80,400,000 +5 more

8 metrics

New shares issued 12,000,000 shares Number of new common shares placed in the private placement

Offering price €6.70 per share Offer Price for each new common share in the private placement

Gross proceeds €80,400,000 Total gross proceeds raised from the private placement

CEO allocated shares 1,500,000 shares Offer Shares allocated to CEO and largest shareholder Polys Hajioannou

CEO initial subscription 2,000,000 shares Initial number of shares subscribed by the CEO before scale-back

Settlement date September 11, 2026 Expected settlement date for delivery of the Offer Shares

Euronext Athens trading start September 14, 2026 Expected date Offer Shares will be available for trading on Euronext Athens

Distribution Compliance Period 40 days Period following the later of commencement or closing during which offers to U.S. persons are restricted

Key Terms

accelerated bookbuilding, Regulation S, Prospectus Regulation, qualified investors, +2 more

6 terms

accelerated bookbuilding financial

"participated in the accelerated bookbuilding process conducted by Piraeus Bank"

An accelerated bookbuilding is a fast process where a company sells a large block of new or existing shares to a small group of institutional investors through a single, quick offering led by an investment bank. Think of it as a lightning auction: it raises cash or shifts ownership quickly, which can dilute existing holdings, change share supply, and affect the stock price, so investors watch these deals for signs of future supply and management intentions.

Regulation S regulatory

"except in accordance with Regulation S or pursuant to an exemption"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

Prospectus Regulation regulatory

"within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (the “Prospectus Regulation”)"

A set of laws and rules that require companies to prepare and publish a prospectus — a detailed document about an offering of stocks, bonds or other securities — so potential buyers can see key facts like business plans, risks and financial numbers. Think of it as a product label for an investment: it helps investors compare offers, avoid surprises and make informed choices, and it also affects how and when companies can raise money.

qualified investors financial

"directed only at persons who are “qualified investors” within the meaning"

Qualified investors are individuals or institutions that meet regulatory standards—such as a minimum income, net worth, or professional expertise—allowing them access to investment opportunities not open to the general public. Think of them as a financial "VIP" group: they can buy private deals, complex products, or early-stage securities that may offer higher returns but also carry greater risk and less public information, so their status matters because it changes what investments are available and what protections apply.

Distribution Compliance Period regulatory

"during the period prior to and including the 40th day following the later"

public disclosure of inside information regulatory

"constitutes a public disclosure of inside information by the Company"

FAQ

What capital did Safe Bulkers, Inc. (SB) raise in the September 2026 private placement?

Safe Bulkers raised €80,400,000 in gross proceeds by issuing 12,000,000 new common shares at an offering price of €6.70 per share to selected investors in a private placement.

How many new shares did Safe Bulkers (SB) issue and at what price?

Safe Bulkers issued 12,000,000 new common shares in the private placement. The Company, in consultation with the managers, set the offering price at €6.70 per share based on the accelerated bookbuilding results.

What allocation did Safe Bulkers’ CEO receive in the private placement?

Chief Executive Officer Polys Hajioannou, the largest shareholder, was allocated 1,500,000 offer shares in the private placement, scaled back from his initial subscription for 2,000,000 shares to facilitate allocations to other investors.

When are the new Safe Bulkers (SB) shares expected to settle and start trading?

Settlement of the offer shares is expected on September 11, 2026. The shares are expected to be available for trading on Euronext Athens on September 14, 2026, with further details on account crediting and trading start to be announced by the Company.

On which exchanges will the new Safe Bulkers shares be listed?

The new offer shares will be listed on Euronext Athens and the New York Stock Exchange. Delivery will occur through Euronext Securities Athens, and the shares will trade under the Company’s existing symbol “SB”.

Who managed the Safe Bulkers (SB) private placement transaction?

The private placement was managed by Piraeus Bank S.A., DNB Carnegie (a part of DNB Bank ASA), and Fearnley Securities AS, which conducted the accelerated bookbuilding process and advised on pricing and allocations.

What regulatory status does this Safe Bulkers announcement have in the EU?

The Company states that this announcement constitutes a public disclosure of inside information under Article 17(1) of Regulation (EU) No 596/2014, the EU Market Abuse Regulation governing disclosure of price-sensitive information.

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

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Available on EDGAR 09/09/2026 - 09:00 AM Accepted by SEC EDGAR 09/09/2026 - 09:00 AM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR

15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

SAFE BULKERS, INC.

(Translation of registrant’s name into English)

Apt. D11, Les Acanthes 6, Avenue des Citronniers, MC98000 Monaco

(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  ý          Form 40-F   ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Indicate by check mark whether the registrant by furnishing the information contained in the Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes  ☐          No  ý

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

EXHIBIT INDEX

1. Press Release dated September 9, 2026: ANNOUNCEMENT COMPLETION AND PRICING OF PRIVATE PLACEMENT OF COMMON STOCK.

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.

Date: September 9, 2026

	SAFE BULKERS, INC.
	By:	/s/ Konstantinos Adamopoulos
	Name:	Konstantinos Adamopoulos
	Title:	Chief Financial Officer

IMPORTANT NOTICE – DISCLAIMER

Not for release or distribution or publication in whole or in part, directly or indirectly, in or into Australia, Canada, Japan or the Republic of South Africa. These materials do not contain or constitute an offer for sale or the solicitation of an offer to purchase securities in the United States, Australia, Canada, Japan or the Republic of South Africa.

The securities mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States or to U.S. persons absent such registration, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. No offering of securities is being made in the United States or to U.S. persons.

ANNOUNCEMENT

COMPLETION AND PRICING OF PRIVATE PLACEMENT OF COMMON STOCK

Monaco – Wednesday, September 9, 2026 — Safe Bulkers, Inc. (the “Company”) (NYSE/Euronext Athens: SB), an international provider of marine drybulk transportation services, announced today that it has successfully placed 12,000,000 new shares of common stock (the “Offer Shares” and the “Private Placement”) to selected investors who participated in the accelerated bookbuilding process conducted by Piraeus Bank S.A., DNB Carnegie, a part of DNB Bank ASA, and Fearnley Securities AS (collectively, the "Managers"), as managers in the Private Placement. Based on the results of the accelerated bookbuilding process, the Company, in consultation with the Managers, decided to accept offers for 12,000,000 Offer Shares, and set the offering price for the Offer Shares at €6.70 per Offer Share (the “Offer Price”). As a result, the total gross proceeds raised amount to €80,400,000.

Mr. Polys Hajioannou, Chief Executive Officer and the largest shareholder of the Company, has been allocated 1,500,000 Offer Shares, scaled-back from 2,000,000 Offer Shares of his initial subscription, to facilitate allocations to other high-quality investors.

The Offer Shares will be delivered through Euronext Securities Athens. Settlement is expected to take place on 11 September 2026. The Offer Shares will be listed on Euronext Athens and the New York Stock Exchange. The Offer Shares are expected to be available for trading on Euronext Athens on 14 September 2026. The exact date on which the Offer Shares will be credited to the securities accounts of the beneficiaries and the date of commencement of their trading on Euronext Athens will be announced via a subsequent announcement by the Company.

About Safe Bulkers, Inc.

The Company is an international provider of marine drybulk transportation services, transporting bulk cargoes, particularly coal, grain and iron ore, along worldwide shipping routes for some of the world’s largest users of marine drybulk transportation services. The Company’s common stock is dual-listed on the NYSE and Euronext Athens, trading under the symbol “SB”. The Company’s Series C and Series D preferred shares are listed on the NYSE under the symbols “SB.PR.C” and “SB.PR.D”, respectively.

Forward-Looking Statements

This press release may contain forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and in Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events, the Company’s growth strategy and measures to implement such strategy, including expected vessel acquisitions and entering into further time charters. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates” and variations of such words and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates that are inherently subject to significant uncertainties and contingencies, business disruptions due to natural disasters or other events, such as the COVID-19 pandemic, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, changes in the demand for dry-bulk vessels, competitive factors in the market in which the Company operates, changes in TCE rates, changes in fuel prices, risks associated with operations outside the United States, general domestic and international political conditions, tariffs imposed as a result of trade war and trade protectionism, uncertainty in the banking sector and other related market volatility, disruption of shipping routes due to political events, risks associated with vessel construction, the inability to develop a liquid trading market for the Company’s shares of common stock on Euronext Athens, and other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company expressly disclaims any obligations or undertakings to release any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

For further information please contact:

Company Contact:

Dr. Loukas Barmparis

President
Safe Bulkers, Inc.

Tel.: +30 2 111 888 400

        +357 25 887 200

E-Mail: directors@safebulkers.com

Investor Relations / Media Contact:

Nicolas Bornozis, President

Capital Link, Inc. New York,

230 Park Avenue, Suite 1536

New York, N.Y. 10169

Tel.: (212) 661-7566

Fax: (212) 661-7526

E-Mail: safebulkers@capitallink.com

Anna Wichmann

Capital Link Athens

Tel +30-210-6109-800

E-Mail: safebulkers@capitallink.com   

IMPORTANT NOTICE – DISCLAIMER

This announcement constitutes a public disclosure of inside information by the Company under Article 17(1) of Regulation (EU) No 596/2014.

There can be no assurance that the Private Placement will be completed or, if completed, as to the terms on which it will be completed.

This announcement does not constitute an offer to sell or issue, or any solicitation of an offer to purchase or subscribe for, any securities, including the Offer Shares, in any jurisdiction in which such offer or solicitation is unlawful. The Offer Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. persons, except in accordance with Regulation S or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Managers, their affiliates, or any person acting on their behalf, may not offer or sell any Offer Shares or solicit any offers to buy any Offer Shares during the period prior to and including the 40th day following the later of (x) the commencement of the Private Placement and (y) the closing date (the “Distribution Compliance Period”) in the United States or to, or for the account or benefit of, U.S. persons.

Subject to certain exceptions, the Offer Shares may not be offered or sold in Australia, Canada, South Africa or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa or Japan. The securities referred to herein have not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada, South Africa or Japan.

In the European Economic Area (the “EEA”), this announcement is directed only at persons who are “qualified investors” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (the “Prospectus Regulation”). This announcement is not a prospectus for the purposes of the Prospectus Regulation and is not intended and shall not constitute a public offer or advertisement of securities or an invitation to make offers to purchase any securities within the meaning of the Prospectus Regulation. This announcement has been prepared on the basis that any offer of the Offer Shares in any Member State of the European Economic Area (“EEA”) (each, a “Relevant Member State”), will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the Offer Shares. Accordingly, any person making or intending to make any offer in that Relevant Member State of the Offer Shares may only do so in circumstances in which no obligation arises for the Company or any of the managers to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus pursuant to Article 16 of the Prospectus Regulation, in each case, in relation to such offer. Neither the Company nor the managers have authorized, nor do they authorize, the making of any offer of securities in circumstances in which an obligation arises for the Company or any managers to publish a prospectus for such offer.

In the United Kingdom (“UK”), this announcement is directed only at persons in the UK that are “professional investors,” as defined in paragraph 15 of Schedule 1 of Public Offers and Admissions to Trading Regulations 2024 (the “POATR”), who are persons (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (ii) falling within Article 49(2)(a) to (d) of the Order, and/or (iii) to whom such investment or investment activity may otherwise lawfully be communicated (all such persons together being referred to as “Relevant Persons”). This announcement has been prepared on the basis that any offer of the Offer Shares in the UK will be made pursuant to an exemption under the POATR from the prohibition in the POATR on offers of the Offer Shares in the UK. Accordingly, any person making or intending to make any offer in the UK of the Offer Shares may only do so in circumstances in which the offer falls within an exemption from the prohibition on public offers in Part 1 of Schedule 1 to the POATR. Neither the Company nor the managers have authorized, nor do they authorize, the making of any offer of securities in the UK in circumstances in which an obligation may arise for the Company or any managers to publish a prospectus for such offer.

Persons who are not “qualified investors” in the EEA or Relevant Persons in the UK should not act or rely on this announcement or any of its contents.