TORM: Hafnia holds 19.85% after $57.8M purchase

Hafnia reported sole voting and dispositive power over 20,356,061 TORM Class A shares, approximately 19.85% of the class.

Rhea-AI Filing Summary

TORM plc shareholder Hafnia Limited acquired 1,700,000 Class A common shares on September 24, 2026, in a secondary offering structured as a bought transaction by J.P. Morgan Securities LLC. The offering price was $34.00 per share, or $57,800,000 in the aggregate. Hafnia stated that it used cash on hand and available credit facilities for this purchase.

On September 15, 2026, Hafnia acquired 4,500,000 Class A common shares in another secondary offering structured as a bought transaction by J.P. Morgan Securities LLC, at $32.25 per share, or $145,125,000 in the aggregate. As of September 24, Hafnia may be deemed to beneficially own 20,356,061 shares, approximately 19.85% of the class, with sole voting and dispositive power. The percentage is based on 102,553,688 Class A shares outstanding as of September 18, 2026.

Key Figures

Shares acquired September 24: 1,700,000 Class A common shares Offering price: $34.00 per share Aggregate purchase price: $57,800,000 +5 more

8 metrics

Shares acquired September 24 1,700,000 Class A common shares Secondary offering on September 24, 2026

Offering price $34.00 per share September 24, 2026 secondary offering

Aggregate purchase price $57,800,000 September 24, 2026 secondary offering

Shares acquired September 15 4,500,000 Class A common shares Secondary offering on September 15, 2026

Offering price $32.25 per share September 15, 2026 secondary offering

Aggregate purchase price $145,125,000 September 15, 2026 secondary offering

Beneficially owned shares 20,356,061 Class A common shares Hafnia's reported position as of September 24, 2026; approximately 19.85% of the class

Class A shares outstanding 102,553,688 shares As of September 18, 2026

Key Terms

beneficially own, sole dispositive power, bought transaction

3 terms

beneficially own financial

"may be deemed to beneficially own 20,356,061 Class A Shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

sole dispositive power financial

"sole dispositive power over 20,356,061 Class A Shares"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

bought transaction financial

"secondary offering structured as a bought transaction"

FAQ

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

How many TORM shares did Hafnia buy on September 24, 2026?

Hafnia acquired 1,700,000 Class A common shares at $34.00 per share, or $57,800,000 in the aggregate, in a secondary offering structured as a bought transaction by J.P. Morgan Securities LLC.

How many TORM shares does Hafnia own?

As of September 24, 2026, Hafnia may be deemed to beneficially own 20,356,061 Class A common shares, approximately 19.85% of the class, with sole voting and dispositive power.

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

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Available on EDGAR 09/25/2026 - 04:36 PM Accepted by SEC EDGAR 09/25/2026 - 04:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

TORM plc

(Name of Issuer)

Class A common shares, par value $0.01 per share

(Title of Class of Securities)

G89479102

(CUSIP Number)

Soren Steenberg Jensen
c/o Hafnia SG Pte. Ltd., 10 Pasir Panjang Road, #18-01
Singapore, U0, 117438
65 6434 3770

Anthony J. Renzi, Jr.
Vedder Price P.C., 1401 New York Avenue NW, Suite 500
Washington, DC, 20005
1 202 312 3336

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/24/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): G89479102

1

Name of reporting person

Hafnia Limited

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC, AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 20,356,061.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 20,356,061.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

20,356,061.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

19.85 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

(1) The percent of class is calculated based on 102,553,688 shares of Class A common stock, par value $0.01 per share (the "Class A Shares"), outstanding as of September 18, 2026, as reported in Exhibit 99.1 to the Issuer's Form 6-K filed with the Securities and Exchange Commission on September 18, 2026 (the "Form 6-K").

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common shares, par value $0.01 per share
(b)	Name of Issuer: TORM plc
(c)	Address of Issuer's Principal Executive Offices: 4th Floor, 120 Cannon Street, London, UNITED KINGDOM , EC4N 6AS.
Item 1 Comment: This Amendment No. 2 to Schedule 13D ("Amendment No. 2") is being filed by Hafnia Limited ("Hafnia" or the "Reporting Person") pursuant to 240.13d-2(a) under the Securities Exchange Act of 1934, as amended, with respect to the Class A Shares. This Amendment no. 2 amends and supplements the statement on the Schedule 13D originally filed by the Reporting Person with the Securities and Exchange Commission (the "SEC") on December 22, 2025 (the "Original Schedule 13D"), and amended by Amendment No. 1 filed with the SEC on September 17, 2026 (collectively with the Original Schedule 13D and this Amendment No. 2, the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein which are not defined have the meanings set forth in the Schedule 13D.
Item 2.	Identity and Background
(a)	Item 2(a) of Schedule 13D is hereby amended to replace Exhibit 1 in its entirety with Exhibit 1 filed herewith.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of Schedule 13D is supplemented as follows: The Class A Shares acquired by the Reporting Person on September 24, 2026, as described in Item 5 below, were purchased using the Reporting Person's cash on hand and its available credit facilities.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of Schedule 13D is amended and supplemented as follows: As of September 24, 2026, Hafnia may be deemed to beneficially own 20,356,061 Class A Shares, representing approximately 19.85% of the outstanding Class A Shares. The foregoing beneficial ownership percentage is based on a total of 102,553,688 Class A Shares outstanding as disclosed in the Issuer's Form 6-K.
(b)	Hafnia has sole voting power and sole dispositive power over 20,356,061 Class A Shares, representing approximately 19.85% of the outstanding Class A Shares. The foregoing percentage is based on a total of 102,553,688 Class A Shares outstanding as disclosed in the Issuer's Form 6-K.
(c)	On September 24, 2026, the Reporting Person acquired 1,700,000 Class A Shares in a secondary offering structured as a bought transaction by J.P. Morgan Securities LLC at an offering price of $34.00 per share, or $57,800,000 in the aggregate. In addition to the above transaction, the Reporting Person has effected the following transactions in the Class A Shares during the past 60 days: On September 15, 2026, the Reporting Person acquired 4,500,000 Class A Shares in a secondary offering structured as a bought transaction by J.P. Morgan Securities LLC at an offering price of $32.25 per share, or $145,125,000 in the aggregate.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Hafnia Limited

Signature:	/s/ Petrus Wouter Van Echtelt
Name/Title:	Petrus Wouter Van Echtelt, Chief Financial Officer
Date:	09/25/2026