STOCK TITAN

TOP Ships Inc. (NYSE: TOPS) lifts NAV estimate to $359.2M in new filing

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

TOP Ships Inc. supplements its existing prospectus covering up to 50,000,000 common shares by incorporating new information from a recent report. Management now estimates net asset value as of June 30, 2026 at $359.2 million, a 24% increase from the NAV reported on March 10, 2026.

This estimate equals $47.19 per common share based on current shares outstanding and $12.49 per share on a fully diluted basis, assuming conversion of all convertible preferred shares and exercise of all warrants. The tanker fleet has an average age of about 5.2 years, with a pipeline of eight 47,499 dwt MR tanker newbuildings slated for delivery from Q2 2028 to Q4 2029.

The CEO states the company is trading at a 94% discount to the current estimate of fully diluted NAV and reiterates plans to sell the megayacht M/Y Para Bellvm and exit the megayacht sector, with the goal of redeploying released capital toward the core tanker business.

Positive

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Filing Explained

The July 27, 2026 supplement leaves registration for up to 50,000,000 common shares in place; it does not disclose that those shares were offered, sold, or issued.

Registered common shares Up to 50,000,000 common shares Amount of common shares covered by the prospectus and supplement
Net asset value $359.2 million Management estimate of NAV as of June 30, 2026
NAV increase 24% Increase versus previously reported NAV on March 10, 2026
NAV per common share $47.19 per share Based on number of common shares currently outstanding
Fully diluted NAV per share $12.49 per share Assuming conversion of all convertible preferred shares and exercise of all warrants
Fleet average age Approximately 5.2 years Average age of the company’s tanker fleet
MR tanker newbuildings Eight 47,499 dwt vessels High-specification MR tanker newbuildings delivering from Q2 2028 to Q4 2029
Discount to fully diluted NAV 94% CEO’s statement about trading discount to fully diluted NAV estimate
net asset value financial
"management estimates the Company’s net asset value (“NAV”) as of June 30, 2026"
Net asset value is the total value of an investment fund's assets minus any liabilities, divided by the number of shares or units outstanding. It represents the per-share worth of the fund, similar to how the value of a house is determined by its total worth after debts are subtracted. Investors use it to gauge the true value of their holdings and to compare different investment options.
fully diluted basis financial
"and $12.49 per common share on a fully diluted basis (assuming the conversion"
A fully diluted basis counts every share that could exist if all outstanding options, warrants, convertible securities and other rights were exercised or converted into common stock, showing the maximum number of shares outstanding. For investors this matters because it spreads ownership and earnings across that larger share count, like slicing a pie into every possible piece before deciding how big each investor’s slice will be, which affects per-share value and ownership percentage.
charter free vessel value financial
"after taking into account the June 30, 2026, charter free vessel value estimates"
forward-looking statements regulatory
"Matters discussed in this press release may constitute forward-looking statements."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"The Private Securities Litigation Reform Act of 1995 provides safe harbor protections"
Offering Type secondary

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

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FAQ

What amount of common shares is TOPS registering in this prospectus supplement?

The prospectus supplement continues an offering covering up to 50,000,000 common shares of TOP Ships Inc. It updates the existing Form F-1 prospectus primarily by incorporating new information from a recent Form 6-K, including the latest management estimate of net asset value.

What net asset value did TOPS (TOPS) management estimate as of June 30, 2026?

Management estimates TOP Ships’ net asset value at $359.2 million as of June 30, 2026. This figure reflects updated charter free vessel values from third-party brokers, debt outstanding and cash, and represents a 24% increase from the previously reported NAV on March 10, 2026.

What is TOPS’s estimated NAV per share on a basic and fully diluted basis?

The estimated NAV translates to $47.19 per common share based on currently outstanding shares, and $12.49 per common share on a fully diluted basis, assuming conversion of all outstanding convertible preferred shares and exercise of all outstanding warrants disclosed by the company.

How does TOP Ships (TOPS) describe its fleet profile and average age?

TOP Ships reports an average fleet age of approximately 5.2 years, consisting of modern, state-of-the-art tanker vessels. These vessels are described as equipped with eco-friendly and fuel-efficient specifications and focus on transporting crude oil, petroleum products and bulk liquid chemicals internationally.

What newbuilding program does TOPS highlight in this filing?

The company highlights a newbuilding program of eight high-specification MR tanker newbuildings of 47,499 dwt each. These vessels are scheduled for delivery over several years, specifically from Q2 2028 to Q4 2029, expanding TOP Ships’ modern tanker fleet.

What strategic action is TOP Ships (TOPS) planning regarding its megayacht asset?

TOP Ships reiterates its intention to sell the megayacht M/Y Para Bellvm and exit the megayacht sector. Management states the goal is to release significant capital—expected to be a multiple of current market capitalization—for redeployment into the core tanker business.

How does TOPS compare its market price to its estimated fully diluted NAV?

The CEO states that, as of the last market close referenced, TOP Ships is trading at a 94% discount to management’s current estimate of fully diluted NAV. This comparison is based on the $12.49 per share fully diluted NAV figure disclosed in the press release.

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-295328

 

PROSPECTUS SUPPLEMENT NO. 4

(TO PROSPECTUS DATED MAY 7, 2026)

 

Up to 50,000,000 Common Shares

 

TOP SHIPS INC.

 

This is a supplement (the “Prospectus Supplement”) to the prospectus, dated May 7, 2026 (as supplemented or amended from time to time, the “Prospectus”) of TOP Ships Inc. (the “Company”), which forms a part of the Company’s Registration Statement on Form F-1 (Registration No. 333-295328), as amended from time to time.

 

This Prospectus Supplement is being filed to update and supplement the information included in the Prospectus with the information contained in the Company’s Report on Form 6-K, furnished to the U.S. Securities and Exchange Commission (the “Commission”) on July 27, 2026 (the “Form 6-K”). Accordingly, the Form 6-K is attached to this Prospectus Supplement.

 

This Prospectus Supplement should be read in conjunction with, and delivered with, the Prospectus and is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement supersedes the information contained in the Prospectus.

 

This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any amendments or supplements to it.

 

Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 7 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.

 

Neither the Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

 

 

The date of this prospectus supplement is July 27, 2026.

 

 

 

 

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 July 2026

Commission File Number: 001-37889

TOP SHIPS INC.
(Translation of registrant's name into English)

20 Iouliou Kaisara Str
19002, Paiania
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 [ X ]      Form 40-F [   ]

 

 

 

 

On July 27, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(c) Exhibit 99.1. Press release dated July 27, 2026

The information contained in this Report, other than the speech of the company's CEO, is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-290238, 333-268475 and 333-267545).

 

 

 

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.

      TOP SHIPS INC.    
  (Registrant)
   
  
Date: July 27, 2026     /s/ Evangelos J. Pistiolis     
  Evangelos J. Pistiolis
  Chief Executive Officer
  

 

 

 

 

 

 

 

 

 

EXHIBIT 99.1

 

TOP Ships Inc. Announces Management Estimate of Net Asset Value of $359.2 Million, a 24% Increase from the Previously Reported NAV

 

ATHENS, Greece, July 27, 2026 (GLOBE NEWSWIRE) -- TOP Ships Inc. (the “Company” or “TOP Ships”) (NYSE American: TOPS), an international owner and operator of modern, fuel-efficient “ECO” tanker vessels, announced today that after taking into account the June 30, 2026, charter free vessel value estimates from third party international brokers, debt outstanding and cash, management estimates the Company’s net asset value (“NAV”) as of June 30, 2026, to be $359.2 million. This reflects a 24% increase from the previous NAV reported on March 10, 2026. This translates into a NAV of $47.19 per common share (based on the number of common shares currently outstanding) and $12.49 per common share on a fully diluted basis (assuming the conversion of all outstanding convertible preferred shares and the exercise of all outstanding warrants).

 

The Company’s CEO said:

 

“As of the last market close, we are trading at a 94% discount to our current estimate of our fully-diluted NAV. Our fleet has an average age of approximately 5.2 years, consisting of state-of-the-art vessels equipped with the latest eco-friendly and fuel-efficient specifications. In addition, our newbuilding pipeline comprises of eight high-specification 47,499 dwt MR tanker newbuildings, scheduled for delivery from Q2 2028 to Q4 2029. Furthermore, as previously announced, we intend to sell the megayacht M/Y Para Bellvm and exit the megayacht sector, with the objective of releasing significant capital — expected to be a multiple of our current market capitalization — for redeployment towards our core tanker business.”

 

About the Company

 

TOP Ships Inc. is an international owner and operator of ocean-going vessels focusing on modern, fuel-efficient eco tanker vessels transporting crude oil, petroleum products (clean and dirty) and bulk liquid chemicals. For more information about TOP Ships Inc., visit its website: www.topships.org.

 

Cautionary Note Regarding Forward-Looking Statements

 

Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts, including with respect to the Company’s estimated net asset values including estimated net asset values per share, the potential acquisition of newbuildings, the intended divestment of the Company’s megayacht and the estimated proceeds and potential equity release that may be realized in connection with a divestment, and the redeployment of capital.

 

The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect,” “pending,” and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including, without limitation, our management's examination of historical operating trends, data contained in our records, and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs, or projections. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties. The information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication.

 

For further information please contact:

 

Alexandros Tsirikos
Chief Financial Officer
TOP Ships Inc.
Tel: +30 210 812 8107
Email: atsirikos@topships.org