STOCK TITAN

Tidewater (TDW) Form 4: Minor Insider Share Issuance to Director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 filing for Tidewater Inc. (TDW) discloses that director Robert E. Robotti acquired 655 unrestricted common shares on 07/01/2025 at an indicated price of $47.70 per share. The shares were issued in lieu of cash compensation under the company’s Director Stock Election Program. After the transaction, Robotti’s aggregate beneficial ownership—held indirectly through various advisory clients, investment partnerships, a family foundation and personal accounts—stands at 2,238,571 shares. No derivative securities were involved and there were no dispositions.

The acquisition increases Robotti’s already substantial stake by a marginal amount (approximately 0.03% of his reported holdings). Because the shares were compensation-related rather than an open-market purchase, the transaction is routine and does not materially alter insider ownership dynamics or free float.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Minor compensation-based share issuance; negligible impact on ownership or valuation.

The filing documents a token issuance of 655 shares to director Robert Robotti as part of Tidewater’s Director Stock Election Program. Post-transaction beneficial ownership rises to 2.24 million shares, but the incremental increase is less than 0.05% of his stake and less than 0.5% of Tidewater’s daily trading volume. Because the shares were not purchased on the open market, the event provides limited signaling value regarding management’s outlook. There is no immediate dilution concern given Tidewater’s ~51 million shares outstanding. Overall, the disclosure is administratively required but not financially material.

TL;DR: Routine director compensation election; governance-neutral.

Robotti’s election to receive stock rather than cash aligns director incentives with shareholder interests, yet the incremental share count is de minimis. The filing reiterates transparency around indirect holdings across his advisory entities and family accounts, satisfying Section 16 requirements. There are no changes to board composition or new 10b5-1 plans. From a governance perspective, the event is standard and non-impactful.

Insider ROBOTTI ROBERT
Role Director
Type Security Shares Price Value
Grant/Award Common Stock, $0.001 Par Value Per Share 655 $47.70 $31K
Holdings After Transaction: Common Stock, $0.001 Par Value Per Share — 2,238,571 shares (Indirect, See Footnote)
Footnotes (1)
  1. Represents unrestricted shares of the Common Stock, $0.001 par value per share (the "Common Stock"), issued to Mr. Robotti in lieu of certain cash compensation pursuant to his election under the Director Stock Election Program. This amount includes 114,395 shares of the Common Stock directly beneficially owned by the performance-fee paying advisory clients of Robotti & Company Advisors, LLC, an investment adviser registered under the Investment Advisers Act of 1940, as amended ("Robotti Advisors"), 1,143,117 shares of the Common Stock directly beneficially owned by The Ravenswood Investment Company, LP ("RIC"), 763,757 shares of the Common Stock directly beneficially owned by Ravenswood Investments III, L.P. ("RI"), 3,000 shares of the Common Stock directly beneficially owned by Suzanne and Robert Robotti Foundation, Inc. ("Robotti Foundation"), 58,500 shares of the Common Stock directly beneficially owned by Suzanne Robotti ("Su Robotti"), wife of Robert Robotti, and 155,802 shares of the Common Stock, directly beneficially owned by Robert Robotti. Mr. Robotti may be deemed to beneficially own (solely for the purpose of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended ("Exchange Act")) certain of the shares of Common Stock set forth in this Form 4 through his indirect proportionate ownership of Robotti Advisors, as managing director of Ravenswood Management Company, LLC, which serves as the general partner of RIC and RI and through his marriage to Su Robotti. Mr. Robotti disclaims beneficial ownership of all securities reported herein except to the extent of his pecuniary interest therein, if any.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
ROBOTTI ROBERT

(Last) (First) (Middle)
125 PARK AVENUE
SUITE 1607

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TIDEWATER INC [ TDW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.001 Par Value Per Share 07/01/2025 A 655(1) A $47.7 2,238,571(2) I See Footnote(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents unrestricted shares of the Common Stock, $0.001 par value per share (the "Common Stock"), issued to Mr. Robotti in lieu of certain cash compensation pursuant to his election under the Director Stock Election Program.
2. This amount includes 114,395 shares of the Common Stock directly beneficially owned by the performance-fee paying advisory clients of Robotti & Company Advisors, LLC, an investment adviser registered under the Investment Advisers Act of 1940, as amended ("Robotti Advisors"), 1,143,117 shares of the Common Stock directly beneficially owned by The Ravenswood Investment Company, LP ("RIC"), 763,757 shares of the Common Stock directly beneficially owned by Ravenswood Investments III, L.P. ("RI"), 3,000 shares of the Common Stock directly beneficially owned by Suzanne and Robert Robotti Foundation, Inc. ("Robotti Foundation"), 58,500 shares of the Common Stock directly beneficially owned by Suzanne Robotti ("Su Robotti"), wife of Robert Robotti, and 155,802 shares of the Common Stock, directly beneficially owned by Robert Robotti.
3. Mr. Robotti may be deemed to beneficially own (solely for the purpose of Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended ("Exchange Act")) certain of the shares of Common Stock set forth in this Form 4 through his indirect proportionate ownership of Robotti Advisors, as managing director of Ravenswood Management Company, LLC, which serves as the general partner of RIC and RI and through his marriage to Su Robotti. Mr. Robotti disclaims beneficial ownership of all securities reported herein except to the extent of his pecuniary interest therein, if any.
/s/ Robert E. Robotti 07/02/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Tidewater (TDW) shares did Robert Robotti acquire?

He received 655 unrestricted common shares on 07/01/2025.

What was the price per share for the acquired TDW stock?

The filing indicates a price of $47.70 per share.

What is Robert Robotti’s total beneficial ownership in TDW after the transaction?

Following the issuance, he beneficially owns 2,238,571 shares indirectly through various entities and personal accounts.

Was the acquisition part of a 10b5-1 trading plan?

No. The shares were issued as director compensation, not under a Rule 10b5-1 plan.

Did the filing report any sale or disposition of TDW shares?

No dispositions were reported; the filing covers only an acquisition of shares.