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Form 4 GENCO SHIPPING & TRADING For: May 23 Filed by: WOBENSMITH JOHN C

May 25, 2022 9:01 PM EDT
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
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OMB Number: 3235-0287
Expires: December 31, 2014
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).
1. Name and Address of Reporting Person *
WOBENSMITH JOHN C
(Last) (First) (Middle)
C/O GENCO SHIPPING & TRADING LIMITED
299 PARK AVENUE, 12TH FLOOR
(Street)
NEW YORK NY 10171
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GENCO SHIPPING & TRADING LTD [ GNK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO, President, and Secretary
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2022
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 05/23/2022   M   133,000 A $ 10.805 532,099 D  
Common Stock 05/23/2022   F   56,444 (1) D $ 25.46 475,655 D  
Common Stock 05/23/2022   M   34,313 A $ 8.065 509,968 D  
Common Stock 05/23/2022   F   10,869 (2) D $ 25.46 499,099 D  
Common Stock 05/23/2022   S   100,000 (3) D $ 25.143 (4) 399,099 D  
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
Restricted Stock Units (5) (6)               (6)   (6) Common Stock 71,574 (5)   71,574 D  
Restricted Stock Units (5) (7)               (7)   (7) Common Stock 40,364 (5)   40,364 D  
Option $ 9.91             02/23/2022 (8) 02/23/2027 Common Stock 69,284   69,284 D  
Restricted Stock Units (5) (9)               (9)   (9) Common Stock 28,329 (5)   28,329 D  
Option $ 7.06             02/25/2021 (10) 02/25/2026 Common Stock 168,539   168,539 D  
Option $ 8.065 05/23/2022   M     34,313 03/04/2020 (11) 03/04/2025 Common Stock 34,313 $ 0 100,822 D  
Option $ 10.805 05/23/2022   M     133,000 10/15/2017 (12) 03/23/2023 Common Stock 133,000 $ 0 0 D  
Explanation of Responses:
1. Represents shares withheld by the issuer for the cashless exercise of options for 133,000 shares of the issuer's common stock.
2. Represents shares withheld by the issuer for the cashless exercise of options for 34,313 shares of the issuer's common stock.
3. A portion of these shares were sold in order to satisfy the reporting person's tax obligations for shares of common stock of the issuer that the reporting person received from the exercise of stock options on May 23, 2022.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.00 to $25.45 (inclusive) on May 23, 2022. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
5. Each restricted stock unit represents the right to receive one share of the issuer's common stock, or in the sole discretion of the issuer's Compensation Committee, the value of a share of common stock on the date that the restricted stock unit vests.
6. These restricted stock units generally vest in installments of 21.43% per annum on each of the first three anniversaries of February 23, 2022, 17.86% on the fourth such anniversary, and 17.85% on the fifth such anniversary, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
7. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2021, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
8. These options generally become exercisable in equal installments on each of the first three anniversaries of February 23, 2021.
9. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 25, 2020, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
10. These options generally become exercisable in equal installments on each of the first three anniversaries of February 25, 2020.
11. These options generally become exercisable in equal installments on each of the first three anniversaries of March 4, 2019.
12. These options generally became exercisable in equal installments on each of the first three anniversaries of October 15, 2016.
/s/ John C. Wobensmith 05/25/2022
** 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.

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