Samuel H. Norton - 23 Mar 2023 Form 4 Insider Report for OVERSEAS SHIPHOLDING GROUP INC

Role
President and CEO, Director
Signature
/s/ Samuel H. Norton
Issuer symbol
N/A
Transactions as of
23 Mar 2023
Net transactions value
-$459,366
Form type
4
Filing time
27 Mar 2023, 17:34:17 UTC
Previous filing
20 Mar 2023
Next filing
17 Aug 2023
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 Options Exercise $0 +87,191 +3.6% $0.000000 2,540,133 23 Mar 2023 Direct F1
transaction OSG Class A Common Stock Tax liability $127,976 -34,310 -1.4% $3.73 2,505,823 23 Mar 2023 Direct F2
transaction OSG Class A Common Stock Options Exercise $0 +60,028 +2.4% $0.000000 2,565,851 23 Mar 2023 Direct F3
transaction OSG Class A Common Stock Tax liability $88,110 -23,622 -0.92% $3.73 2,542,229 23 Mar 2023 Direct F2
transaction OSG Class A Common Stock Options Exercise $0 +84,728 +3.3% $0.000000 2,626,957 24 Mar 2023 Direct F4
transaction OSG Class A Common Stock Tax liability $123,695 -33,341 -1.3% $3.71 2,593,616 24 Mar 2023 Direct F2
transaction OSG Class A Common Stock Options Exercise $0 +81,913 +3.2% $0.000000 2,675,529 24 Mar 2023 Direct F5
transaction OSG Class A Common Stock Tax liability $119,584 -32,233 -1.2% $3.71 2,643,296 24 Mar 2023 Direct F2, F6

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 Restricted Stock Units Options Exercise $0 -87,191 -100% $0.000000* 0 23 Mar 2023 Class A Common Stock 87,191 Direct F1
transaction OSG Restricted Stock Units Options Exercise $0 -60,028 -50% $0.000000 60,028 23 Mar 2023 Class A Common Stock 60,028 Direct F3
transaction OSG Restricted Stock Units Options Exercise $0 -84,728 -33% $0.000000 169,459 24 Mar 2023 Class A Common Stock 84,728 Direct F4
transaction OSG Restricted Stock Units Award $0 +211,584 $0.000000 211,584 23 Mar 2023 Class A Common Stock 211,584 Direct F7
transaction OSG Performance Restricted Stock Units Award $0 +105,792 $0.000000 105,792 23 Mar 2023 Class A Common Stock 105,792 Direct F8
transaction OSG Performance Restricted Stock Units Award $0 +105,792 $0.000000 105,792 23 Mar 2023 Class A Common Stock 105,792 Direct F8
transaction OSG Performance Restricted Stock Units Options Exercise $0 -81,913 -20% $0.000000 327,656 24 Mar 2023 Class A Common Stock 81,913 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents vesting of final installment of restricted stock units granted on March 23, 2020 pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management. The units vest as to one-third of the units granted on the first, second and third anniversaries of the date of grant. Each unit represents the right to acquire one share of OSG Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion.
F2 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 Restricted Stock Units and Performance Restricted Stock Units.
F3 Represents partial vesting of restricted stock units granted on March 23, 2021 pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management. The units vest as to one-third of such units on the first, second and third anniversaries of March 23, 2021. Each unit represents the right to acquire one share of Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion.
F4 These restricted stock units were granted on March 24, 2022 pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management and vest as to one third of such units on each of the first, second and the third anniversaries of the date of grant. Each unit represents the right to acquire one share of Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion.
F5 Represents vesting of an installment of restricted stock units that were granted on March 24, 2022 pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management. The units vest as to 20% of the units granted on the first anniversary, 30% on the second anniversary and 50% on the third anniversary, respectfully, of the date of grant. Each unit represents the right to acquire one share of Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion.
F6 Shares are held in a revocable trust in which Mr. Norton is the sole trustee.
F7 These restricted stock units were granted on March 23, 2023 pursuant to the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management and vest as to one third of such units on each of the first, second and the third anniversaries of the date of grant. Each unit represents the right to acquire one share of Class A Common Stock. Settlement of vested units may be in either shares of Class A Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion.
F8 These restricted stock units were granted on March 23, 2023 pursuant to the 2019 Incentive Compensation Plan for Management and vest on December 31, 2025 (the end of the three-year performance period). Each unit represents the right to acquire one share of Class A Common Stock, subject to the satisfaction of the applicable performance goal. Settlement of the vested units may be in either shares of Class A Common Stock or cash, as determined by the Committee in its discretion.