TOP Ships (NASDAQ: TOPS) withdraws planned $10m stock offering

Rhea-AI Filing Summary

TOP Ships Inc. filed a Form 6-K to report that it will not proceed with a previously announced public equity offering of $10m. The company has withdrawn the related registration statement on Form F-1, which was initially filed on April 27, 2026, and was never declared effective.

Because the registration statement did not become effective, no securities were sold under the contemplated offering, so the company’s existing share base remains unchanged. The press release included with the filing also reiterates TOP Ships’ focus on operating modern, fuel‑efficient eco tanker vessels.

Insights

Capital markets analyst

TOP Ships cancels a planned $10m equity raise, avoiding immediate dilution.

TOP Ships Inc. has elected not to move forward with a previously announced public equity offering of $10m and has withdrawn its Form F-1 registration statement. Since the statement was never declared effective, no securities were sold and the capital structure is unchanged.

This step removes near-term equity issuance overhang but also means the company will not receive the anticipated equity proceeds from this specific plan. Future funding, if needed, would have to come from other capital-raising routes or a new registration.

Key Figures

Canceled equity offering size: $10m

1 metrics

Canceled equity offering size $10m Previously announced public equity offering the company chose not to proceed with

Key Terms

public equity offering, registration statement, Form F-1, forward-looking statements, +1 more

5 terms

public equity offering financial

"it has elected not to proceed with its previously announced public equity offering"

A public equity offering is when a company sells new shares to the general public on a stock exchange to raise money. For investors it matters because adding more shares changes ownership and the available supply—like a bakery cutting the pie into more slices—which can reduce each existing share’s claim on profits, signal how the company plans to grow or pay debts, and influence the stock price and voting power.

registration statement regulatory

"has withdrawn the related registration statement on form F-1"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

Form F-1 regulatory

"withdrawn the related registration statement on form F-1 (File No. 333-295332)"

A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.

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"

Form 6-K: How Foreign Companies Report to the SEC →

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 May 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 May 15, 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 May 15, 2026

The information contained in this Report, 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: May 15, 2026		/s/ Evangelos J. Pistiolis
		Evangelos J. Pistiolis
		Chief Executive Officer

EXHIBIT 99.1

TOP Ships Inc. Elects Not to Proceed with Previously Announced $10m Public Offering

ATHENS, Greece, May 15, 2026 (GLOBE NEWSWIRE) -- TOP Ships Inc. (the “Company”), an international owner and operator of modern, fuel efficient "ECO" tanker vessels, announced today that it has elected not to proceed with its previously announced public equity offering and has withdrawn the related registration statement on form F-1 (File No. 333-295332), initially filed with the U.S. Securities and Exchange Commission on April 27, 2026 (the “Registration Statement”).

The Company decided to withdraw the Registration Statement because the Company has determined at this time not to proceed with the offering contemplated in the Registration Statement. As the Registration Statement was never declared effective, no securities were sold in connection with the offering contemplated in the Registration Statement.

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.

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

FAQ

What did TOP Ships (TOPS) announce in its May 2026 Form 6-K?

TOP Ships Inc. announced that it elected not to proceed with a previously announced public equity offering and has withdrawn its Form F-1 registration statement, which was filed on April 27, 2026 and never became effective.

What was the size of TOP Ships’ canceled public equity offering?

The canceled public equity offering by TOP Ships Inc. was planned for approximately $10m. By withdrawing the associated Form F-1 registration statement, the company halted this specific capital-raising effort before any securities could be issued or sold.

Did TOP Ships sell any securities under the withdrawn F-1 registration?

No securities were sold under the withdrawn Form F-1 registration statement. TOP Ships explicitly states that the registration statement was never declared effective, so the contemplated offering did not proceed and the company’s existing share capital was not changed.

Why did TOP Ships withdraw its Form F-1 registration statement?

TOP Ships withdrew its Form F-1 registration statement because it determined at this time not to proceed with the offering described in that filing. The decision reflects a choice not to continue with that specific $10m public equity raise.

What type of business does TOP Ships (TOPS) operate?

TOP Ships Inc. is an international owner and operator of ocean-going vessels. It focuses on modern, fuel-efficient “eco” tanker vessels that transport crude oil, petroleum products, both clean and dirty, and bulk liquid chemicals across global shipping routes.

How is the withdrawn offering referenced in TOP Ships’ other SEC filings?

The Form 6-K states that its information, including the press release, is incorporated by reference into TOP Ships’ existing registration statements on Form F-3. This ties the update on the withdrawn F-1 offering into the company’s broader U.S. securities filings framework.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 PRESS RELEASE 4.3 KB