Genco Shipping amends shareholder rights agreement, extends to 2027

Genco Shipping & Trading Limited (NYSE: GNK) announced it has entered into the Fourth Amendment to its Shareholder Rights Agreement, extending the plan's expiration date to September 30, 2027.

The amendment, executed on September 25, 2026, modifies several provisions of the original Rights Agreement dated October 1, 2025, which was established between the company and Computershare Inc.

According to the company, the Board of Directors made the decision based on an advisory shareholder vote at the 2026 Annual Meeting on June 18, 2026, which approved extending the agreement, along with shareholder feedback and an ongoing assessment of circumstances.

The Fourth Amendment introduces several changes to provisions governing Qualifying Offers. The measurement period for the minimum Qualifying Offer price has been shortened from 24 months to 12 months prior to the commencement of an offer. The amendment also clarifies that this pricing criterion does not continue to apply after a Qualifying Offer is made.

Additionally, the periods for the Board's consideration of a Qualifying Offer and for calling a special shareholder meeting have been changed from 90 business days to 90 calendar days. The amendment also permits an offeror to withdraw an offer if a Material Adverse Effect has occurred and is continuing.

All other provisions of the Rights Agreement remain unchanged. The agreement is designed to limit the ability of any entity or group to gain control of the company through open-market accumulation without paying shareholders a control premium.

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