OceanPal Inc. reported a leadership change in its corporate governance function. On March 25, 2026, Margarita Veniou resigned as Chief Corporate Development & Governance Officer and Secretary, effective immediately. The company stated that her resignation did not arise from any disagreement with the company or its Board on operations, policies, or practices.
On the same date, the Board unanimously appointed Rabbina Aziz as Corporate Secretary, also effective immediately, ensuring continuity in the company’s corporate secretarial and governance duties. The disclosure is also incorporated by reference into OceanPal’s effective Form F-3 registration statements.
OceanPal Inc. is implementing a one-for-twenty reverse stock split of its common shares, effective at the start of trading on March 30, 2026. Every twenty existing common shares will be combined into one share, with no change to par value or total authorized shares.
After the split, the number of outstanding common shares will decrease from approximately 37,517,290 to about 1,875,864. No fractional shares will be issued; holders entitled to a fraction will receive cash based on the NASDAQ closing price on March 27, 2026. The company’s shares will continue trading on NASDAQ under the symbol “SVRN” with a new CUSIP.
The board approved the reverse split in connection with efforts to regain compliance with NASDAQ’s minimum bid price requirement, and the company plans to present this action as part of its compliance plan at a hearing before a NASDAQ Hearings Panel.
OceanPal Inc. reported a major strategic pivot and a much larger loss for 2025. The company transformed from a pure-play shipping operator into a dual business, adding a digital asset treasury focused on NEAR Protocol through its SovereignAI Services subsidiary while slimming its fleet from five vessels to three.
Vessel revenues fell to $13.4M from $25.7M, but the new business generated $0.7M in staking income in roughly two months. The net loss widened to $65.2M, mainly from unrealized and realized losses on digital assets and higher non-cash costs, rather than a collapse in shipping operations. Despite this, the balance sheet strengthened: cash rose to $33.2M, digital assets reached $77.5M, and total stockholders’ equity increased to $156.6M.
For 2026, OceanPal guides to modestly profitable shipping EBITDA of $1.5M–$2.5M and SovereignAI EBITDA ranging from $0.5M to $14.0M, depending on NEAR’s token price. Consolidated adjusted EBITDA could range from slightly negative to strongly positive, showing how sensitive future results are to NEAR’s performance. The company also put in place a $20.1M at-the-market share issuance program and a $10M buyback, using both tools around year-end 2025.
OceanPal Inc. director Gereghty James G. Jr. filed an initial statement of beneficial ownership. The filing reports indirect ownership of 109,620 shares of common stock through Kips Bay Consulting LLC, which is identified as the beneficial owner, while Mr. Gereghty owns 50% of that entity.
OceanPal Inc. filed an initial ownership report for Chief Operating Officer David L. Schwed, showing he was granted 1,096,205 restricted stock units. These units vest 25% on September 22, 2026, with the remaining balance vesting in equal monthly installments over the next 36 months, subject to his continued service. Each unit represents a contingent right to receive one share of OceanPal common stock, aligning his compensation with future company performance.
OceanPal Inc. director Papatrifon Eleftherios filed an initial ownership report showing his equity position in the company. He holds 2,084 shares of 8.0% Series C cumulative convertible perpetual preferred stock, which are currently convertible into 3,330,669 shares of common stock, and 470,588 common shares directly. The preferred shares are convertible at his option but are subject to ownership limits that prevent him from becoming the beneficial owner of more than 49% of OceanPal’s outstanding shares.
OceanPal Inc. filed an initial insider ownership report for Margarita Veniou, who serves as the company’s Secretary. This Form 3 filing establishes her status as a reporting officer of the company but does not detail any specific transactions in the company’s securities.
OceanPal Inc. Co-Chief Executive Officer Ternullo Salvatore J. reported initial ownership of 822,156 restricted stock units. These units were granted as equity compensation and vest 25% on September 1, 2026, with the remaining balance vesting in equal monthly installments over the next 36 months, subject to continued service.
Each restricted stock unit represents a contingent right to receive one share of OceanPal’s common stock, at an exercise price of zero and with an expiration date of September 1, 2029. The filing does not show any open-market buying or selling, only this equity award position.
OceanPal Inc. director Richard Mortimer Muirhead filed an initial ownership report showing he holds 109,620 shares of the company’s common stock directly. This Form 3 does not report any new buy or sell transactions; it simply establishes his existing equity position as an insider.
OceanPal Inc. director Nikolaos Veraros filed an initial ownership report showing a position in the company’s 8% Series C cumulative convertible perpetual preferred shares. He holds 397 Series C preferred shares, which are currently convertible into 634,489 shares of common stock based on a VWAP calculation as of March 17, 2026, subject to ownership restrictions that prevent him from exceeding 49% of OceanPal’s total issued and outstanding shares.