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Toro extends earliest preferred share conversion to 2028

The amendments move the earliest conversion dates for the cross-held preferred securities to January and March 2028.

(Moderate)

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Form Type
6-K

Rhea-AI Filing Summary

Toro Corp. and Castor Maritime agreed on October 8, 2026, to amend terms for preferred shares held by each other’s wholly owned subsidiaries. The amendments extend the earliest conversion date by one year: to January 1, 2028, for Castor’s 5.00% Series D Cumulative Perpetual Convertible Preferred Shares held by a Toro subsidiary, and to March 7, 2028, for Toro’s 1.00% Series A Fixed Rate Cumulative Perpetual Convertible Preferred Shares held by a Castor subsidiary.

The boards of both companies approved the amendments following recommendations from their respective special committees of disinterested and independent directors, which negotiated the amendments. Castor’s chairman, chief executive officer and chief financial officer is also Toro’s chairman and chief executive officer.

Filing Explained

The report also says its information is incorporated by reference into Toro’s Form F-3 and Form S-8 registration statements, adding this disclosure to those registration filings.

Castor Series D preferred share rate 5.00% Series D Cumulative Perpetual Convertible Preferred Shares
Toro Series A preferred share rate 1.00% Series A Fixed Rate Cumulative Perpetual Convertible Preferred Shares
Castor Series D earliest conversion date January 1, 2028 Date after the one-year extension
Toro Series A earliest conversion date March 7, 2028 Date after the one-year extension
Cumulative Perpetual Convertible Preferred Shares financial
"Series D Cumulative Perpetual Convertible Preferred Shares"
A cumulative perpetual convertible preferred share is a hybrid security that pays fixed dividends which accumulate if unpaid, has no set maturity date, and can be converted into common shares under defined conditions. Think of it as a long-running bond-like instrument that can turn into stock; it matters to investors because it creates steady income with higher claim than common equity, can dilute shareholders on conversion, and affects a company’s financial obligations and capital structure.
earliest conversion date financial
"extend the earliest conversion date by one year"
par value financial
"par value $0.001 per share"
Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the amended conversion dates for TORO and Castor preferred shares?

The amended earliest conversion date for Castor’s Series D preferred shares is January 1, 2028, and for Toro’s Series A preferred shares it is March 7, 2028. Each date was extended by one year.

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

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Learn about SEC filing dates

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 OF
THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2026

Commission File Number: 001-41561

TORO CORP.
(Translation of registrant’s name into English)

223 Christodoulou Chatzipavlou Street, Hawaii Royal Gardens, 3036 Limassol, Cyprus
(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 FORM 6-K REPORT

On October 8, 2026, Toro Corp. (the “Company” or “Toro”) and Castor Maritime Inc. (“Castor”) agreed to amend the terms of (1) Castor’s 5.00% Series D Cumulative Perpetual Convertible Preferred Shares, par value $0.001 per share (the “Castor Series D Preferred Shares”), held by a wholly-owned subsidiary of Toro and (2) Toro’s 1.00% Series A Fixed Rate Cumulative Perpetual Convertible Preferred Shares (the “Toro Series A Preferred Shares”), held by a wholly-owned subsidiary of Castor, in each case to extend the earliest conversion date by one year, which shall be to January 1, 2028 in the case of the Castor Series D Preferred Shares and March 7, 2028 in the case of the Toro Series A Preferred Shares.

Castor is a public company listed on the Nasdaq Capital Market. Castor’s Chairman, Chief Executive Officer and Chief Financial Officer, is also the Company’s Chairman and Chief Executive Officer. The foregoing amendments to the terms of the Toro Series A Preferred Shares and the Castor Series D Preferred Shares were approved by the board of directors of Toro and Castor at the recommendation of their respective special committees of disinterested and independent directors who negotiated the amendments.

*****

The information contained in this report on Form 6-K is hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-275477 and 333-275478) and Form S-8 (File Nos. 333-274652 and 333-290645).


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.

 
TORO CORP.
Dated: October 9, 2026
   
     
 
By:
/s/ Petros Panagiotidis
   
Petros Panagiotidis
   
Chairman and Chief Executive Officer



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