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Form 4 International Seaways, For: Aug 15 Filed by: Oshodi Adewale

August 17, 2022 6:27 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
OMB APPROVAL
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 *
Oshodi Adewale

(Last) (First) (Middle)
C/O INTERNATIONAL SEAWAYS, INC.
600 THIRD AVENUE, 39TH FLOOR

(Street)
NEW YORK NY 10016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
International Seaways, Inc. [ INSW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President and Controller
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2022
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, no par value per share 08/15/2022   M (1)   5,443 A $ 17.21 (1) 9,039 D  
Common Stock, no par value per share 08/15/2022   F (2)   4,401 D $ 28.74 (2) 4,638 D  
Common Stock, no par value per share 08/15/2022   M (1)   3,084 A $ 21.93 (1) 7,722 D  
Common Stock, no par value per share 08/15/2022   F (2)   2,735 D $ 28.74 (2) 4,987 D  
Common Stock, no par value per share 08/15/2022   M (1)   1,550 A $ 21.58 (1) 6,537 D  
Common Stock, no par value per share 08/15/2022   F (2)   1,366 D $ 28.74 (2) 5,171 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
Stock Option (Right to Buy) $ 17.21 08/15/2022   M (1)     5,443 04/05/2022 (3) 04/05/2029 Common Stock 5,443 (2) 0 D  
Stock Option (Right to Buy) $ 21.93 08/15/2022   M (1)     3,084 04/02/2022 (4) 04/02/2030 Common Stock 3,084 (2) 1,543 D  
Stock Option (Right to Buy) $ 21.58 08/15/2022   M (1)     1,550 03/17/2022 (5) 03/16/2031 Common Stock 1,550 (2) 3,101 D  
Explanation of Responses:
1. These stock options were exercised on a net share settlement basis.
2. Represents the number of shares withheld by the Issuer to satisfy (i) the aggregate exercise price for the options and (ii) withholding taxes related to such exercise.
3. 100% of the options vested on April 5, 2022.
4. 66% of the options granted on April 2, 2020 had vested and were exercisable on April 2, 2022.
5. 33% of the options granted on March 17, 2021 had vested and were exercisable on March 17, 2022.
/s/James D. Small III, Attorney-in-Fact, pursuant to a power of attorney previously filed 08/17/2022
** 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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