Form 4 GENCO SHIPPING & TRADING For: May 24 Filed by: REGAN ARTHUR L

May 25, 2022 9:01 PM EDT

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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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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 *
REGAN ARTHUR L

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/24/2022
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               51,894 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 (1) (2)               (2)   (2) Common Stock 12,286   12,286 D  
Restricted Stock Units (1) (3)               (3)   (3) Common Stock 9,443   9,443 D  
Option $ 7.06             02/25/2021 (4) 02/25/2026 Common Stock 58,180   58,180 D  
Option $ 8.065             03/04/2020 (5) 03/04/2025 Common Stock 43,919   43,919 D  
Option $ 13.365             02/27/2019 (6) 02/27/2024 Common Stock 26,914   26,914 D  
Restricted Stock Units (1) (7)               (7)   (7) Common Stock 16,666   16,666 D  
Restricted Stock Units (1) (8) 05/24/2022   A     187.64 (10)   (8)   (8) Common Stock 187.64 $ 0 6,013.87 D  
Restricted Stock Units (1) (9) 05/24/2022   A     146.70 (10)   (9)   (9) Common Stock 146.70 $ 0 4,701.70 D  
Explanation of Responses:
1. Each restricted stock unit ("RSU") 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.
2. These RSUs generally vest in equal installments on each of the first three anniversaries of May 4, 2021, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.
3. These RSUs 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.
4. These options generally become exercisable in equal installments on each of the first three anniversaries of February 25, 2020.
5. These options generally become exercisable in equal installments on each of the first three anniversaries of March 4, 2019.
6. These options generally became exercisable in equal installments on each of the first three anniversaries of February 27, 2018.
7. These restricted stock units vested on May 17, 2017.
8. These RSUs vested on May 16, 2022.
9. These RSUs generally vest on the earlier of (i) the date of the annual shareholders meeting of the issuer next following the May 16, 2022 grant date and (ii) the date that is fourteen months after the grant date.
10. Represents additional RSUs granted in lieu of the right to receive the amount of cash dividends paid on the common stock underlying the previously outstanding RSUs pursuant to the terms of the governing RSU agreements. The number of additional RSUs is calculated by dividing the amount of the dividend by the closing price per share of the issuer's common stock on the dividend payment date.
/s/ Arthur L. Regan 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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