Richard Trueblood - 27 Feb 2024 Form 4 Insider Report for OVERSEAS SHIPHOLDING GROUP INC (OSG)

Role
VP & CFO
Signature
/s/ Richard Trueblood
Issuer symbol
OSG
Transactions as of
27 Feb 2024
Net transactions value
-$73,812
Form type
4
Filing time
29 Feb 2024, 18:50:20 UTC
Previous filing
27 Mar 2023
Next filing
26 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OSG Class A Common Stock Award $0 +53,483 +16% $0.000000 397,625 27 Feb 2024 Direct F1, F2
transaction OSG Class A Common Stock Tax liability $73,812 -14,006 -3.5% $5.27 383,619 27 Feb 2024 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OSG Performance Restricted Stock Units Options Exercise $0 -27,012 -52% $0.000000 25,121 27 Feb 2024 Class A Common Stock 25,121 $0.000000 Direct F2
transaction OSG Performance Restricted Stock Units Options Exercise $0 -27,012 -49% $0.000000 28,362 27 Feb 2024 Class A Common Stock 28,362 $0.000000 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents vesting of performance-based restricted stock units ("PRSU") granted on March 23, 2021, pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management. On February 27, 2024, the Compensation Committee certified at 105% achievement these PRSU awards based on the Company's three-year total shareholder return ("TSR") relative to the three-year TSR of the index chosen, with the performance period ended 12/31/2023. Each unit represents the right to acquire one share of Class A Common Stock.
F2 Represents vesting of performance-based restricted stock units ("PRSU") granted on March 23, 2021, pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management. On February 27, 2024, the Compensation Committee certified at 93% achievement these PRSU awards based on the Company's cumulative return on invested capital ("ROIC") relative to the Company's budgeted ROIC for the three-year performance period ended 12/31/2023. Each unit represents the right to acquire one share of Class A Common Stock.
F3 Represents shares of Class A Common Stock withheld by the registrant in payment of the reporting person's tax withholding liability incurred as a result of the vesting of the PRSUs described in Footnotes (1) & (2).