Seanergy Maritime (NASDAQ: SHIP) Q4 2025 results, $0.20 dividend and $226m newbuild push

Rhea-AI Filing Summary

Seanergy Maritime Holdings Corp. reported strong Q4 2025 results but weaker full-year earnings. Q4 net revenues rose to $49.4 million from $41.7 million a year earlier, with net income of $12.5 million and adjusted EBITDA of $28.9 million, reflecting firmer Capesize markets and higher TCE of $26,614 per day.

For full-year 2025, net revenues were $158.1 million versus $167.5 million in 2024, with net income declining to $21.2 million and adjusted EBITDA to $81.7 million, as annual TCE fell to $20,937 per day. The company declared a Q4 cash dividend of $0.20 per share, bringing 2025 dividends to $0.43 per share and marking its 17th consecutive quarterly payout.

Seanergy is expanding its fleet through a prompt newbuilding program totaling about $226 million, including a 211,000 dwt Newcastlemax and a 181,500 dwt Capesize, alongside multiple sale-and-leaseback and sustainability-linked financings. Year-end cash was $62.7 million, stockholders’ equity $281.4 million, and long-term debt and other financial liabilities $290.2 million. For Q1 2026, it estimates a TCE of about $25,273 with roughly 77% of days fixed.

Positive

• Q4 2025 performance was strong, with net revenues rising to $49.4 million, net income to $12.5 million, and adjusted EBITDA to $28.9 million, supported by a higher TCE of $26,614 per day.
• The company maintained its capital return focus, paying $0.43 per share in 2025 dividends and declaring a Q4 dividend of $0.20 per share, marking 17 consecutive quarterly dividends.

Negative

• Full-year 2025 profitability deteriorated, with net income falling to $21.2 million from $43.5 million and adjusted EBITDA to $81.7 million from $98.4 million, driven by a lower annual TCE of $20,937 per day.
• Long-term debt and other financial liabilities reached $290.2 million versus stockholders’ equity of $281.4 million as the company undertook sizeable newbuilding and sale-and-leaseback financings.

Insights

Shipping equity analyst

Q4 was strong and dividends continue, but full-year earnings softened while leverage and growth capex increased.

Seanergy delivered a solid Q4 2025, lifting net revenues to $49.4 million and adjusted EBITDA to $28.9 million, helped by a higher TCE of $26,614 per day and disciplined vessel operating expenses around $7,250 per day.

However, full-year 2025 net income dropped to $21.2 million from $43.5 million, with adjusted EBITDA down to $81.7 million as the annual TCE slipped to $20,937 per day. This highlights sensitivity to freight rates despite operational efficiency.

The company is committing roughly $226 million to eco newbuilds and has layered in multiple sale-and-leaseback and sustainability-linked loans, leaving year-end long-term debt and other financial liabilities at $290.2 million against equity of $281.4 million. Management still prioritized shareholder returns, paying $0.43 per share in 2025 dividends and guiding to Q1 2026 TCE near $25,273, partly fixed at $24,739, though actual results will depend on realized index levels.

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 February 2026

Commission File Number: 001-34848

SEANERGY MARITIME HOLDINGS CORP.

(Translation of registrant’s name into English)

154 Vouliagmenis Avenue

166 74 Glyfada

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 ☒ Form 40-F ☐

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Attached to this report (this “Report”) on Form 6-K as Exhibit 99.1 is a copy of the press release of Seanergy Maritime Holdings Corp. (the “Company”) dated February 17, 2026, titled “Seanergy Maritime Reports Strong Fourth Quarter and Full-Year 2025 Results” and “Declares $0.20 Per Share Dividend and Expands Prompt Newbuilding Program Totaling $226m.”

This Report on Form 6-K and the exhibit hereto are hereby incorporated by reference into the Company's Registration Statements on Form F-3 (File Nos. 333-280792, 333-253332, 333-238136, 333-166697 and 333-169813).

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: February 19, 2026
SEANERGY MARITIME HOLDINGS CORP.
By:	/s/ Stamatios Tsantanis
Name:	Stamatios Tsantanis
Title:	Chief Executive Officer

Exhibit 99.1

Seanergy Maritime Reports Strong Fourth Quarter and Full-Year 2025 Results

Declares $0.20 Per Share Dividend and Expands Prompt Newbuilding Program Totaling $226m

	Highlights
	(in million USD, except EPS)			Q4 2025				Q4 2024				12M 2025				12M 2024
	Net Revenues		$	49.4			$	41.7			$	158.1			$	167.5
	Net income		$	12.5			$	6.6			$	21.2			$	43.5
	Adjusted net income1		$	14.4			$	7.1			$	26.7			$	48.8
	EBITDA1		$	26.7			$	19.9			$	78.3			$	92.6
	Adjusted EBITDA1		$	28.9			$	20.4			$	81.7			$	98.4
	Earnings per share Basic		$	0.59			$	0.32			$	1.02			$	2.12
	Earnings per share Diluted		$	0.59			$	0.32			$	1.01			$	2.11
	Adjusted earnings per share Basic1		$	0.68			$	0.34			$	1.28			$	2.39
	Adjusted earnings per share Diluted1		$	0.68			$	0.34			$	1.28			$	2.38

Highlights and Developments:

■ Fifth consecutive year of profitability, delivering adjusted EPS of $1.28, underscoring the resilience and earnings power of Seanergy’s pure-play Capesize strategy across cycles

■ Declared a Q4 cash dividend of $0.20 per share and total cash dividends for 2025 of $0.43 per share

■ The Q4 dividend marks the Company’s 17^th consecutive quarterly dividend bringing cumulative distributions to $2.64 per share, or approximately $51.2 million

■ Expanded the prompt newbuilding program to three eco vessels totaling $226 million, securing attractive early delivery positions and enhancing future earnings capacity:

o Two scrubber-fitted 181,000 dwt Capesize bulkers with expected deliveries in Q2 and Q3 2027

o One scrubber-fitted 211,000 dwt Newcastlemax bulker with expected delivery in Q2 2028

■ Advanced fleet renewal through the sale of the 2010-built M/V Dukeship at a highly attractive valuation, via an 18-month bareboat charter with purchase obligation, generating positive cash flows and releasing significant liquidity

■ Completed $123.0 million of refinancings at improved terms, generating $51.9 million of incremental liquidity in Q4 and this year to date

¹ Adjusted earnings per share, Adjusted Net Income, EBITDA and Adjusted EBITDA are non-GAAP measures. Please see the reconciliation below of Adjusted earnings per share, Adjusted Net Income, EBITDA and Adjusted EBITDA to net income, the most directly comparable U.S. GAAP measure.

1

■ Q1 TCE guidance of $25,273², representing a 14% premium to the average AV5 Baltic Capesize Index year-to-date

February 17, 2026 – Athens, Greece – Seanergy Maritime Holdings Corp. (“Seanergy” or the “Company”) (NASDAQ: SHIP), a leading pure-play Capesize shipping company, today reported its financial results for the fourth quarter and twelve months ended December 31, 2025, and announced a quarterly cash dividend of $0.20 per common share. This represents Seanergy’s 17^th consecutive quarterly dividend under its capital return policy, with total cash dividends for 2025 of $0.43 per common share, underscoring the Company’s commitment to disciplined capital allocation and consistent shareholder returns.

For the quarter ended December 31, 2025, Seanergy generated Net Revenues of $49.4 million, up from $41.7 million in the fourth quarter of 2024. Net Income and Adjusted Net Income for the quarter were $12.5 million and $14.4 million, respectively, compared to Net Income of $6.6 million and Adjusted Net Income of $7.1 million in the fourth quarter of 2024. Adjusted EBITDA for the quarter was $28.9 million, compared to $20.4 million in the same period of 2024. The fleet achieved a daily Time Charter Equivalent (“TCE”) of $26,614 for the fourth quarter of 2025.

For the full year 2025, Seanergy delivered Net Revenues of $158.1 million, compared to $167.5 million in 2024. Net Income and Adjusted Net Income were $21.2 million and $26.7 million, respectively, compared to Net Income of $43.5 million and Adjusted Net Income of $48.8 million in 2024. Adjusted EBITDA for the twelve months was $81.7 million, compared to $98.4 million for 2024. The daily TCE rate of the fleet for 2025 was $20,937, compared to $25,063 in 2024. The average daily OPEX was $7,127 compared to $6,976 in 2024.

Cash and cash-equivalents and restricted cash, as of December 31, 2025, stood at $62.7 million. Stockholders’ equity at the end of the fourth quarter was $281.4 million. Long-term debt (senior loans and other financial liabilities) net of deferred charges stood at $290.2 million, while the book value of the fleet was $506.7 million, including vessels under construction.

Stamatis Tsantanis, the Company’s Chairman & Chief Executive Officer, stated:

“Driven by a strong Capesize market, Seanergy delivered a very strong fourth quarter, marking our fifth consecutive year of profitability. This performance reflects the durability of our pure-play Capesize strategy, disciplined balance sheet management, and our ability to consistently capture market upside.

“We remain firmly focused on delivering consistent shareholder returns. In 2025, we distributed $0.43 per common share in cash dividends, and with the declaration of the Q4 dividend of $0.20 per common share, we marked our 17^th consecutive quarterly dividend. Since launching our dividend program, we have returned $2.64 per common share, or approximately $51.2 million, to our shareholders, underscoring both the strong earnings capacity of our fleet and our disciplined approach to capital allocation.

“Looking ahead, market fundamentals remain constructive as we move into 2026. Robust iron ore and bauxite trade flows, limited Capesize newbuilding supply, and favorable ton-mile dynamics continue to support earnings visibility. With a high-quality fleet, predominantly index-linked employment, and balanced leverage profile, we believe Seanergy is well positioned to capture meaningful upside in this favorable environment.

“Our fleet renewal program is progressing as planned and remains a core strategic priority. In recent months, we added two prompt, eco newbuilding orders at leading Chinese shipyards: a scrubber-fitted Capesize sister vessel to the unit previously announced, scheduled for delivery in Q3 2027, and a scrubber-fitted Newcastlemax scheduled for delivery in Q2 2028. The total current newbuilding investment of approximately $226 million reflects our intention to continue pursuing selective and prompt newbuilding opportunities when market conditions and financing terms are favorably aligned.

“In parallel, and taking advantage of firm secondhand values, we recently agreed to sell the 2010-built Dukeship through an 18-month bareboat arrangement, crystallizing a solid price and generating positive cash flows through the bareboat period. We continue to actively evaluate opportunities to optimize our fleet through selective acquisitions and targeted disposals, while keeping long-term shareholder value and returns as a top priority.

² This guidance is based on certain assumptions and the Company cannot provide assurance that these TCE rate estimates, or projected utilization rates will be realized. TCE estimates include certain floating (index) to fixed rate conversions concluded in previous periods. For vessels on index-linked T/Cs, the TCE rate realized will vary with the underlying index, and for the purposes of this guidance, the BCI 5TC 180 rate assumed for the remaining operating days of the quarter for an index-linked T/C is equal to $27,830 (based on the FFA curve as of February 12, 2026). Spot estimates are provided using the load-to-discharge method of accounting. The rates quoted are for days currently contracted. Increased ballast days at the end of the quarter will reduce the additional revenues that can be booked based on the accounting cut-offs and therefore the resulting TCE rate will be reduced accordingly.

2

“On the commercial front, we secured index-linked renewals for five vessels, maintaining full participation in a strengthening market while selectively utilizing FFAs to manage volatility. This disciplined approach continues to deliver strong commercial performance. For the first quarter of 2026, we estimate a daily TCE of approximately $25,300, representing a 14% premium to the prevailing AV5 BCI year-to-date, based on the current FFA curve, with approximately 77% of available days fixed at an average rate of $24,739.

“Seanergy enters 2026 from a position of financial strength, operational excellence, and strategic clarity, with a clear path toward continued per-share value creation for our shareholders.”

Company Fleet:

	Vessel Name	Capacity  (DWT)	Year Built	Yard	Scrubber  Fitted	Employment  Type	FFA conversion  option(1)	Minimum  time charter (“T/C”) expiration	Maximum   T/C expiration(2)	Charterer
	Titanship	207,855	2011	NACKS	-	T/C Index Linked	No	09/2026	03/2027	Cargill
	Meiship	207,851	2013	Imabari	-	T/C Index Linked	No	02/2026	06/2026	Cargill
	Patriotship	181,709	2010	Imabari	Yes	T/C Index Linked	Yes	01/2027	03/2027	Glencore
	Paroship	181,415	2012	Koyo -Imabari	Yes	T/C Index Linked	Yes	07/2027	12/2027	Oldendorff
	Worldship	181,415	2012	Koyo – Imabari	Yes	T/C Index Linked	Yes	11/2026	03/2027	NYK
	Kaizenship	181,396	2012	Koyo Dock	-	T/C Index Linked	Yes	07/2026	09/2026	MOL
	Iconship	181,392	2013	Imabari	-	T/C Index Linked	Yes	03/2026	06/2026	Cargill
	Hellasship	181,325	2012	Imabari	-	T/C Index Linked	Yes	04/2027	08/2027	NYK
	Honorship	180,242	2010	Imabari	-	T/C Index Linked	Yes	06/2026	10/2026	NYK
	Fellowship	179,701	2010	Daewoo	-	T/C Index Linked	Yes	06/2026	11/2026	Anglo American
	Championship	179,238	2011	Sungdong SB	Yes	T/C Index Linked	Yes	04/2027	08/2027	Cargill
	Partnership	179,213	2012	Hyundai	Yes	T/C Index Linked	Yes	01/2027	05/2027	Glencore
	Knightship	178,978	2010	Hyundai	Yes	T/C Index Linked	Yes	12/2026	04/2027	Glencore
	Lordship	178,838	2010	Hyundai	Yes	T/C Index Linked	Yes	01/2027	03/2027	Glencore
	Blueship	178,459	2011	Mitsui SB	-	T/C Index Linked	Yes	06/2026	11/2026	NYK
	Friendship	176,952	2009	Namura	-	T/C Index Linked	Yes	10/2026	03/2027	NYK
	Flagship	176,387	2013	Mitsui	-	T/C Index Linked	Yes	10/2027	02/2028	Cargill
	Premiership	170,024	2010	Sungdong SB	Yes	T/C Index Linked	Yes	03/2027	05/2027	Glencore
	Squireship	170,018	2010	Sungdong SB	Yes	T/C Index Linked	Yes	03/2027	05/2027	Glencore
	Total / Average age	3,452,408	14.6 years	-	-	-	-	-	-	-
	Vessels under construction
	NB Vessel	181,000	2027	Hengli	Yes	-	-	-	-	-
	NB Vessel	181,500	2027	Hengli	Yes	-	-	-	-	-
	NB Vessel	211,000	2028	Hantong	Yes	-	-	-	-	-
	Bareboat charter out
	Dukeship	181,453	2010	Sasebo	-	Bareboat	-	08/2027	09/2027	United

(1) The Company has the option to convert the index-linked rate to fixed for periods ranging between 1 and 12 months, based on the prevailing Capesize FFA rate for the selected period.

(2) The latest redelivery date does not include any additional optional periods.

3

Fleet Data:

(U.S. Dollars in thousands)

				Q4 2025				Q4 2024				12M 2025				12M 2024
	Ownership days (1)			1,840				1,748				7,440				6,518
	Operating days (2)			1,801				1,744				7,164				6,447
	Fleet utilization (3)			97.9	%			99.8	%			96.3	%			98.9	%
	TCE rate (4)		$	26,614			$	23,179			$	20,937			$	25,063
	Daily Vessel Operating Expenses (5)		$	7,250			$	7,257			$	7,127			$	6,976

(1) Ownership days are the total number of calendar days in a period during which the vessels in a fleet have been owned or chartered in. Ownership days are an indicator of the size of the Company’s fleet over a period and affect both the amount of revenues and the amount of expenses that the Company recorded during a period.

(2) Operating days are the number of available days in a period less the aggregate number of days that the vessels are off-hire due to unforeseen circumstances. Available days are the number of ownership days less the aggregate number of days that our vessels are off-hire due to major repairs, dry-dockings, lay-up or special or intermediate surveys. Operating days include the days that our vessels are in ballast voyages without having finalized agreements for their next employment. The Company’s calculation of operating days may not be comparable to that reported by other companies.

(3) Fleet utilization is the percentage of time that the vessels are generating revenue and is determined by dividing operating days by ownership days for the relevant period. Fleet Utilization is used to measure a company’s ability to efficiently find suitable employment for its vessels and minimize the number of days that its vessels are off-hire for unforeseen events. We believe it provides additional meaningful information and assists management in making decisions regarding areas where we may be able to improve efficiency and increase revenue and because we believe that it provides useful information to investors regarding the efficiency of our operations. The Company’s calculation of fleet utilization may not be comparable to that reported by other companies.

(4) TCE rate is defined as the Company’s net revenue less voyage expenses during a period divided by the number of the Company’s operating days during the period. Voyage expenses include port charges, bunker (fuel oil and diesel oil) expenses, canal charges and other commissions. The Company includes the TCE rate, which is not a recognized measure under U.S. GAAP, as it believes it provides additional meaningful information in conjunction with net revenues from vessels, the most directly comparable U.S. GAAP measure, and because it assists the Company’s management in making decisions regarding the deployment and use of our vessels and because the Company believes that it provides useful information to investors regarding our financial performance. The Company’s calculation of TCE rate may not be comparable to that reported by other companies. The following table reconciles the Company’s net revenues from vessels to the TCE rate.

(In thousands of U.S. Dollars, except operating days and TCE rate)

			Q4 2025				Q4 2024				12M 2025				12M 2024
Vessel revenue, net			49,053				41,146				155,519				164,881
Less: Voyage expenses			1,122				721				5,524				3,297
Time charter equivalent revenues			47,931				40,425				149,995				161,584
Operating days			1,801				1,744				7,164				6,447
TCE rate		$	26,614			$	23,179			$	20,937			$	25,063

(5) Vessel operating expenses include crew costs, provisions, deck and engine stores, lubricants, insurance, maintenance and repairs. Daily Vessel Operating Expenses are calculated by dividing vessel operating expenses, excluding pre delivery costs, by ownership days for the relevant time periods. The Company’s calculation of daily vessel operating expenses may not be comparable to that reported by other companies. The following table reconciles the Company’s vessel operating expenses to daily vessel operating expenses.

(In thousands of U.S. Dollars, except ownership days and Daily Vessel Operating Expenses)

			Q4 2025				Q4 2024				12M 2025				12M 2024
Vessel operating expenses			13,344				13,365				53,785				46,985
Less: Pre-delivery expenses			4				680				761				1,515
Vessel operating expenses before pre-delivery expenses			13,340				12,685				53,024				45,470
Ownership days			1,840				1,748				7,440				6,518
Daily Vessel Operating Expenses		$	7,250			$	7,257			$	7,127			$	6,976

4

Net income to EBITDA and Adjusted EBITDA Reconciliation:

(In thousands of U.S. Dollars)

		Q4 2025		Q4 2024		12M 2025		12M 2024
	Net income	12,457		6,638		21,242		43,472
	Interest and finance cost, net	4,918		5,147		20,861		19,437
	Depreciation and amortization	9,364		8,139		36,156		29,695
	EBITDA	26,739		19,924		78,259		92,604
	Stock based compensation	362		437		4,065		4,987
	Gain on sale of vessel	-		-		(2,308)		-
	Loss on extinguishment of debt	1,572		4		1,663		653
	Loss on forward freight agreements, net	10		43		64		177
	Loss / (gain) on FX forwards	185		-		(46)		-
	Adjusted EBITDA	28,868		20,408		81,697		98,421

Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) represents the sum of net income, net interest and finance costs, depreciation and amortization and, if any, income taxes during a period. EBITDA and Adjusted EBITDA are not recognized measurements under U.S. GAAP. Adjusted EBITDA represents EBITDA adjusted to exclude stock-based compensation, gain on sale of vessel, loss on forward freight agreements, net, loss on extinguishment of debt, and loss / (gain) on FX forwards (“Other, net” in statement of operations), which the Company believes are not indicative of the ongoing performance of its core operations.

EBITDA and adjusted EBITDA are presented as we believe that these measures are useful to investors as a widely used means of evaluating operating profitability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. EBITDA and adjusted EBITDA as presented here may not be comparable to similarly titled measures presented by other companies. These non-GAAP measures should not be considered in isolation from, as a substitute for, or superior to, financial measures prepared in accordance with U.S. GAAP.

Adjusted Net Income Reconciliation and calculation of Adjusted Earnings Per Share

(In thousands of U.S. Dollars, except for share and per share data)

		Q4 2025		Q4 2024		12M 2025		12M 2024
	Net income	12,457		6,638		21,242		43,472
	Stock based compensation	362		437		4,065		4,987
	Loss on extinguishment of debt (non-cash)	1,349		-		1,430		304
	Loss / (gain) on FX forwards	185		-		(46)		-
	Adjusted net income	14,353		7,075		26,691		48,763
	Dividends to non-vested participating securities	(31)		(66)		(133)		(549)
	Undistributed earnings to non-vested participating securities	(112)		(16)		(279)		(980)
	Adjusted net income– common shareholders	14,210		6,993		26,279		47,234
	Adjusted earnings per common share, basic	0.68		0.34		1.28		2.39
	Adjusted earnings per common share, diluted	0.68		0.34		1.28		2.38
	Weighted average number of common shares outstanding, basic	20,871,198		20,272,380		20,471,002		19,745,379
	Weighted average number of common shares outstanding, diluted	20,871,198		20,409,272		20,537,796		19,879,876

5

To derive Adjusted Earnings Per Share, a non-GAAP financial measure, from Net Income, we adjust for dividends and undistributed earnings to non-vested participating securities and exclude non-cash items, as provided in the table above. We believe that Adjusted Net Income and Adjusted Earnings Per Share assist our management and investors by increasing the comparability of our performance from period to period since each such measure eliminates the effects of such non-cash items as loss on extinguishment of debt, stock based compensation, loss / (gain) on FX forwards and other items which may vary from year to year, for reasons unrelated to overall operating performance. In addition, we believe that the presentation of the respective measure provides investors with supplemental data relating to our results of operations, and therefore, with a more complete understanding of factors affecting our business than with GAAP measures alone. Our method of computing Adjusted Net Income and Adjusted Earnings Per Share may not necessarily be comparable to other similarly titled captions of other companies due to differences in methods of calculation.

First Quarter 2026 TCE Rate Guidance:

As of the date hereof, approximately 77% of the Company fleet’s expected operating days in the first quarter of 2026 have been fixed at an estimated TCE rate of approximately $24,739. Assuming that for the remaining operating days of our index-linked time charters, the BCI 5TC 180 rate will be equal to $27,830 (based on the FFA curve as of February 12, 2026), our estimated TCE rate for the first quarter of 2026 will be approximately $25,273³. The following table provides the breakdown of index-linked charters and fixed-rate charters in the first quarter of 2026:

			Operating Days				TCE
	TCE - fixed rate (incl. FFA conversions)			679			$	24,854
	TCE – index-linked			972			$	25,441
	Total / Average			1,651			$	25,273

Fourth Quarter and Recent Developments:

Dividend Distribution for Q3 2025 and Declaration of Q4 2025 Dividend

On January 9, 2026, the Company paid a quarterly cash dividend of $0.13 per common share for the third quarter of 2025 to all shareholders of record as of December 29, 2025.

The Company has declared a quarterly cash dividend of $0.20 per common share for the fourth quarter of 2025 payable on or about April 10, 2026, to all shareholders of record as of March 27, 2026.

Fleet Updates

Newbuilding Contract for a Newcastlemax Vessel at Hantong Shipyard

In November 2025, the Company entered into an agreement for the acquisition of a newbuilding 211,000 dwt scrubber-fitted Newcastlemax vessel from Jiangsu Hantong Ship Heavy Industry Co., Ltd., with delivery expected in the second quarter of 2028. The purchase price is approximately $75.8 million. The first installment, representing 15% of the purchase price, has already been paid. The remaining installments are linked to the vessel’s construction milestones, with 30% of the purchase price payable over the next 2 years and the remaining 55% upon delivery of the vessel.

³ This guidance is based on certain assumptions and the Company cannot provide assurance that these TCE rate estimates, or projected utilization rates will be realized. TCE estimates include certain floating (index) to fixed rate conversions concluded in previous periods. For vessels on index-linked T/Cs, the TCE rate realized will vary with the underlying index, and for the purposes of this guidance, the BCI 5TC 180 rate assumed for the remaining operating days of the quarter for an index-linked T/C is equal to $27,830 (based on the FFA curve as of February 12, 2026). Spot estimates are provided using the load-to-discharge method of accounting. The rates quoted are for days currently contracted. Increased ballast days at the end of the quarter will reduce the additional revenues that can be booked based on the accounting cut-offs and therefore the resulting TCE rate will be reduced accordingly.

6

The new vessel will be built incorporating the latest technological advancements and eco-friendly design features, resulting in enhanced fuel efficiency and reduced emissions in line with the Company’s ongoing fleet renewal and decarbonization strategy.

Newbuilding Contract for a Second Capesize Vessel at Hengli Shipyard

In January 2026, the Company entered into an agreement with Hengli Shipbuilding (Dalian) Co., Ltd. and Hengli Shipbuilding (Singapore) Pte. Ltd. for the construction of a 181,500 dwt scrubber-fitted Capesize vessel. The contract price is approximately $75.2 million, with delivery expected in the third quarter of 2027. The purchase price will be paid in five installments, linked to the vessel’s construction milestones, with 45% of the purchase price payable over the next 14 months and the remaining 55% upon delivery of the vessel.

The new vessel will be built incorporating the latest technological advancements and eco-friendly design features, resulting in enhanced fuel efficiency and reduced emissions in line with the Company’s ongoing fleet renewal and decarbonization strategy.

M/V Dukeship – Disposal of Vessel through Bareboat Charter

In February 2026, the Company entered into an agreement with United Maritime Corporation (“United”), a related party, for the disposal of the M/V Dukeship through an 18-month bareboat charter. The charter period commenced following the delivery of the vessel on February 12, 2026. United has advanced a downpayment of $5.5 million and will pay a daily charter rate of $9,450, with a purchase obligation of $22.1 million at the end of the bareboat charter. A special committee of disinterested members of our Board of Directors negotiated the terms and approved the agreement.

Commercial Updates

M/V Flagship – New T/C agreement

In December 2025, the M/V Flagship commenced a new T/C agreement with Cargill International SA with the agreement set to terminate between November 1, 2027 to February 1, 2028, each date subject to (+/- 15 days). The daily hire is based on the 5 T/C routes of the BCI, with an option for the Company to fix the rate for 3 to 9 months based on the prevailing Capesize FFA curve.

M/V Paroship – New T/C agreement

In December 2025, the M/V Paroship commenced a new T/C agreement with Oldendorff GMBH & CO. KG., Ltd for a period of about 20 to about 24 months. The daily hire is based on the 5 T/C routes of the BCI, with an option for the Company to fix the rate for 3 to 9 months based on the prevailing Capesize FFA curve. The Company will also receive most of the benefit from the scrubber profit-sharing scheme.

M/V Friendship – New T/C agreement

In January 2026, the M/V Friendship commenced a new T/C agreement with Glencore Freight Pte. Ltd (“Glencore”) for a period of about 10 to about 14 months. The daily hire is based on the 5 T/C routes of the BCI, with an option for the Company to fix the rate for 1 to 9 months based on the prevailing Capesize FFA curve.

M/V Partnership – New T/C agreement

In February 2026, the M/V Partnership commenced a new T/C agreement with Glencore for a period of about 12 to about 15 months. The daily hire is based on the 5 T/C routes of the BCI, with an option for the Company to fix the rate for 1 to 9 months based on the prevailing Capesize FFA curve. The Company will also receive most of the benefit from the scrubber profit-sharing scheme.

M/V Lordship – Time charter extension

In January 2026, the charterer of the M/V Lordship agreed to extend the time charter agreement in direct continuation from the previous agreement. The extension period will commence on August 21, 2026, for a duration of minimum January 1^st, 2027 until maximum March 31^st, 2027. The Company receives most of the benefit from the scrubber profit-sharing scheme while the daily hire will be based on a revised premium over the BCI.

M/V Hellasship – Time charter extension

In February 2026, the charterer of the M/V Hellasship agreed to extend the time charter agreement in direct continuation from the previous agreement. The extension period will commence on April 9, 2026, for a duration of minimum 12 to maximum 16 months. The daily hire is based on a revised premium over the BCI, while all other main terms of the time charter remain materially the same.

7

Financing Updates

M/Vs Premiership, Fellowship, Championship & Flagship - Sustainability linked loan facility

In December 2025, the Company entered into a new sustainability linked loan facility with Danish Ship Finance secured by the M/Vs Fellowship, Premiership, Championship and Flagship to refinance the sale and leaseback agreement for the M/V Flagship and to increase the existing indebtedness of the other three vessels.

The facility includes a new tranche of $16.8 million secured by the M/V Flagship, with a five-year term.  The principal is repayable in 20 quarterly installments of $0.8 million each and a balloon of $1.8 million payable together with the final installment. The interest rate is 2.10% plus 3-month Term SOFR and can fluctuate by 0.05% based on certain emission reduction thresholds.

The additional top-up tranche of $7.3 million, secured by the M/Vs Fellowship, Premiership & Championship, has a three-and-a-half year term and is repayable in 14 quarterly payments of $0.5 million resulting in zero outstanding balance at maturity. The interest rate is 1.95% plus 3-month Term SOFR and can fluctuate by 0.05% based on certain emission reduction thresholds.

M/Vs Hellasship, Patriotship, Iconship & Newbuilding Capesize vessel – Huarong Sale and Leaseback agreements

In December 2025, the Company entered into three separate sale and leaseback agreements totaling $72.5 million for the M/Vs Hellasship, Patriotship & Iconship with entities affiliated with China Huarong Financial Leasing Co., Ltd. The proceeds were used to refinance the outstanding indebtedness of the respective vessels under three sale and leaseback agreements with AVIC International Leasing Co., Ltd. On January 8, 2026, the vessels were sold and chartered back on a bareboat basis for a period of 81 months. The Company has continuous options to purchase the vessels at predetermined prices, starting one year after the commencement date and a purchase obligation at expiry date of each charter. The charterhire principal for the three agreements amortizes in 27 quarterly installments of $2.0 million along with the aggregate purchase obligations of $18.3 million at the expiry of the bareboat charters.  Each financing bears interest at a rate of 3-month Term SOFR plus 2.00% per annum, 55 bps lower than the rate of the refinanced agreements. The sale and leaseback agreements do not include any financial covenants or security value maintenance provisions.

Regarding the upcoming delivery of our newbuilding Capesize vessel previously announced, the Company has agreed to enter into a sale and leaseback agreement of $56.3 million to partially finance its acquisition with an entity affiliated with China Huarong Financial Leasing Co., Ltd., which will also provide pre-delivery financing for certain installments under the shipbuilding contract. Upon delivery, the vessel will be sold and chartered back for a period of 60 months. The Company will have continuous purchase options at predetermined prices, commencing one year after the charter commencement date and a purchase obligation at the expiry date. The charterhire principal amortizes in 20 quarterly installments of $0.6 million along with a purchase obligation of $43.5 million at the expiry of the bareboat charter. The financing will bear interest at a rate of 3-month Term SOFR plus 1.80% per annum, while pre-delivery financing amounts will accrue interest payable quarterly in arrears. The sale and leaseback agreement will not include any financial covenants or security value maintenance provisions.

M/V Partnership and Newbuilding Newcastlemax vessel – BOCL Sale and Leaseback agreement

The Company is in the process of finalizing a $26.5 million sale and leaseback agreement for the M/V Partnership with an affiliate of BOC Financial Leasing Corporation Limited to refinance the outstanding indebtedness of the respective vessel under the sale and leaseback agreement with Chugoku Bank, Ltd. The agreement will become effective upon the delivery of the M/V Partnership to the lessor which is expected in March 2026. The Company will sell and charter back the vessel on a bareboat basis for a period of 78 months and will have continuous options to repurchase the vessel at any time following the second anniversary of the delivery at predetermined prices as set forth in the agreement. The charterhire principal will amortize in 26 quarterly installments of $0.8 million along with a purchase option of $6.3 million at the expiry of the bareboat charter. The financing will bear an interest rate of 3-month Term SOFR plus 1.85% per annum, 105 bps lower than the rate of the refinanced agreement. The sale and leaseback agreement will not include any financial covenants or security value maintenance provisions.

Regarding the upcoming delivery of our newbuilding Newcastlemax vessel described above, the Company has agreed to enter into a sale and leaseback agreement of $57.8 million to partially finance its acquisition. The lessor will be an affiliate of BOC Financial Leasing Corporation Limited, which will also provide pre-delivery financing for certain installments under the shipsales contract. Upon delivery, the vessel will be sold and chartered back for a period of 96 months. The Company will have continuous purchase options at predetermined prices as set forth in the agreement, commencing two years after the charter commencement date. The charterhire principal will amortize in 32 quarterly installments of $0.7 million along with a purchase option of $36.3 million at the expiry of the bareboat charter. The financing will bear interest at a rate of 3-month Term SOFR plus 1.85% per annum, while pre-delivery financing amounts will accrue interest payable quarterly in arrears. The sale and leaseback agreement will not include any financial covenants or security value maintenance provisions.

8

Conference Call:

The Company’s management will host a conference call to discuss financial results on February 17, 2026, at 10:00 a.m. Eastern Time.

Audio Webcast and Earnings Presentation:

There will be a live, and then archived, webcast of the conference call and accompanying presentation available through the Company’s website. To access the presentation and listen to the archived audio file, visit our website, following the Webcast & Presentations section under our Investor Relations page. Participants to the live webcast should register on Seanergy’s website approximately 10 minutes prior to the start of the webcast, following this link.

Conference Call Details:

Participants have the option to register for the call using the following link. You can use any number from the list or add your phone number and let the system call you right away.

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Seanergy Maritime Holdings Corp.

Unaudited Condensed Consolidated Balance Sheets

(In thousands of U.S. Dollars)

		December 31, 2025				December 31, 2024*
ASSETS
Cash and cash equivalents and restricted cash			62,653				34,916
Vessels, net, right-of-use asset, advance for vessel acquisition and vessel under construction			506,660				488,192
Other assets			37,266				22,745
TOTAL ASSETS			606,579				545,853
LIABILITIES AND STOCKHOLDERS’ EQUITY
Long-term debt and other financial liabilities, net of deferred finance costs			290,160				257,588
Other liabilities			35,036				26,086
Stockholders’ equity			281,383				262,179
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY			606,579				545,853

* Derived from the audited consolidated financial statements as of that date

Seanergy Maritime Holdings Corp.

Unaudited Condensed Consolidated Statements of Operations

 (In thousands of U.S. Dollars, except for share and per share data, unless otherwise stated)

		Three months ended December 31,								Twelve months ended December 31,
		2025				2024				2025				2024
Vessel revenue, net			49,053				41,146				155,519				164,881
Fees from related parties			369				531				2,580				2,578
Revenue, net			49,422				41,677				158,099				167,459
Expenses:
Voyage expenses			(1,122	)			(721	)			(5,524	)			(3,297	)
Vessel operating expenses			(13,344	)			(13,365	)			(53,785	)			(46,985	)
Management fees			(245	)			(214	)			(1,076	)			(760	)
General and administrative expenses			(6,819	)			(8,449	)			(20,460	)			(23,971	)
Depreciation and amortization			(9,364	)			(8,139	)			(36,156	)			(29,695	)
Loss on forward freight agreements, net			(10	)			(43	)			(64	)			(177	)
Gain on sale of vessel			-				-				2,308				-
Operating income			18,518				10,746				43,342				62,574
Other income / (expenses):
Interest and finance costs			(5,225	)			(5,487	)			(21,721	)			(20,603	)
Loss on extinguishment of debt			(1,572	)			(4	)			(1,663	)			(653	)
Interest and other income			792				1,256				1,322				2,096
Interest and other income – related party			-				-				48				-
Other, net			(56	)			127				(86	)			58
Total other expenses, net:			(6,061	)			(4,108	)			(22,100	)			(19,102	)
Net income			12,457				6,638				21,242				43,472
Net income attributable to common shareholders			12,314				6,556				20,830				41,943
Net income per common share, basic			0.59				0.32				1.02				2.12
Net income per common share, diluted			0.59				0.32				1.01				2.11
Weighted average number of common shares outstanding, basic			20,871,198				20,272,380				20,471,002				19,745,379
Weighted average number of common shares outstanding, diluted			20,871,198				20,409,272				20,537,796				19,879,876

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Seanergy Maritime Holdings Corp.

Unaudited Condensed Consolidated Cash Flow Data

 (In thousands of U.S. Dollars, except for share and per share data, unless otherwise stated)

		Twelve months ended December 31,
		2025				2024
Net cash provided by operating activities			52,607				75,278
Vessels acquisitions and improvements			(35,587	)			(70,651	)
Advance for vessel acquisition			-				(3,700	)
Loan to related party			(2,000	)			-
Repayment of loan by related party			2,000				-
Finance lease prepayments and other initial direct costs			(8,300	)			(610	)
Investment in equity securities			(830	)			-
Proceeds from sale of asset			21,590				-
Due from related parties			(219	)			(4,411	)
Net cash used in investing activities			(23,346	)			(79,372	)
Proceeds from long-term debt and other financial liabilities			155,839				120,779
Repayments of long-term debt and other financial liabilities			(123,333	)			(73,038	)
Payments of finance lease liabilities			(23,747	)			(21,778	)
Payments of financing and stock issuance costs			(2,445	)			(2,607	)
Payments for repurchase of common stock			-				(4,850	)
Dividend payments			(9,488	)			(10,750	)
Proceeds from other non-current liabilities			805				503
Proceeds from issuance of common stock and warrants, net of underwriters fees and commissions			845				5,823
Net cash (used in) / provided by financing activities			(1,524	)			14,082
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid during the period for interest			19,617				20,051
Noncash investing activities
Vessels’ improvements			-				119
Vessel under construction			118				-
Noncash financing activities
Dividends declared but not paid			2,745				5,297
Financing and stock issuance costs			158				857

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About Seanergy Maritime Holdings Corp.

Seanergy Maritime Holdings Corp. is a prominent pure-play Capesize shipping company publicly listed in the U.S. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. The Company’s operating fleet consists of 19 vessels (2 Newcastlemax and 17 Capesize) with an average age of approximately 14.6 years and an aggregate cargo carrying capacity of 3,452,408 dwt. Upon the delivery of the newbuilding vessels, the Company’s operating fleet will consist of 22 vessels (3 Newcastlemax and 19 Capesize), with an aggregate cargo carrying capacity of 4,025,908 dwt. Additionally, the Company owns one Capesize vessel that has been chartered out on a bareboat basis.

The Company is incorporated in the Republic of the Marshall Islands and has executive offices in Glyfada, Greece. The Company’s common shares trade on the Nasdaq Capital Market under the symbol “SHIP”.

Please visit our Company website at: www.seanergymaritime.com.

Forward-Looking Statements

This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events, including with respect to declaration of dividends, market trends and shareholder returns. Words such as “may”, “should”, “expects”, “intends”, “plans”, “believes”, “anticipates”, “hopes”, “estimates” and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results 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, the Company’s operating or financial results; the Company’s liquidity, including its ability to service its indebtedness; competitive factors in the market in which the Company operates; shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand; future, pending or recent acquisitions and dispositions, business strategy, impacts of litigation, areas of possible expansion or contraction, and expected capital spending or operating expenses; risks associated with operations outside the United States; risks arising from trade disputes between the U.S. and China, including the re-imposition of reciprocal port fees; broader market impacts arising from trade disputes or war (or threatened war) or international hostilities, such as between the U.S. and Venezuela, Israel and Hamas or Iran, China and Taiwan and Russia and Ukraine; risks associated with the length and severity of pandemics; and other factors listed from time to time in the Company’s filings with the SEC, including its most recent annual report on Form 20-F. The Company’s filings can be obtained free of charge on the SEC’s website at www.sec.gov. Except to the extent required by law, the Company expressly disclaims any obligations or undertaking to release publicly 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:

Seanergy Investor Relations

Tel: +30 213 0181 522

E-mail: ir@seanergy.gr

Capital Link, Inc.

Paul Lampoutis

230 Park Avenue Suite 1540

New York, NY 10169

Tel: (212) 661-7566

E-mail: seanergy@capitallink.com

12

FAQ

How did Seanergy Maritime (SHIP) perform financially in Q4 2025?

Seanergy’s Q4 2025 was strong, with net revenues of $49.4 million, up from $41.7 million a year earlier. Net income reached $12.5 million and adjusted EBITDA was $28.9 million, supported by a higher TCE of $26,614 per day.

What were Seanergy Maritime’s full-year 2025 results compared to 2024?

For 2025, Seanergy reported net revenues of $158.1 million versus $167.5 million in 2024. Net income declined to $21.2 million from $43.5 million, while adjusted EBITDA fell to $81.7 million from $98.4 million, reflecting lower annual TCE rates.

What dividend did Seanergy Maritime (SHIP) declare for Q4 2025?

Seanergy declared a Q4 2025 cash dividend of $0.20 per common share, payable around April 10, 2026, to shareholders of record on March 27, 2026. Total cash dividends for 2025 were $0.43 per share, marking the company’s 17th consecutive quarterly dividend.

How large is Seanergy Maritime’s newbuilding investment program?

Seanergy’s prompt newbuilding program totals approximately $226 million, covering eco, scrubber-fitted Capesize and Newcastlemax vessels. Individual contracts include a roughly $75.8 million Newcastlemax for 2028 delivery and a about $75.2 million Capesize for 2027, both tied to staged milestone payments.

What is Seanergy Maritime’s fleet and TCE guidance for early 2026?

For Q1 2026, Seanergy estimates a TCE of about $25,273 per day, assuming a BCI 5TC 180 rate of $27,830, with roughly 77% of operating days fixed at around $24,739. Actual TCE will vary with index-linked charter performance and voyage timing.

What is Seanergy Maritime’s balance sheet position at year-end 2025?

At December 31, 2025, Seanergy held $62.7 million in cash and restricted cash, with vessels and related assets of $506.7 million. Long-term debt and other financial liabilities were $290.2 million, and stockholders’ equity stood at $281.4 million, reflecting its expanded fleet investment.

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