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    Genco Shipping & Trading Limited filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    5/20/25 5:00:31 PM ET
    $GNK
    Marine Transportation
    Consumer Discretionary
    Get the next $GNK alert in real time by email
    false0001326200NYSE00013262002025-05-202025-05-20

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549

    FORM 8-K
     
    CURRENT REPORT
     Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
     
    Date of Report (Date of earliest event reported):  May 20, 2025
     
    GENCO SHIPPING & TRADING LIMITED
    (Exact name of registrant as specified in its charter)

    Republic of the Marshall Islands
    001-33393
    98-0439758
    (State or other jurisdiction of incorporation or organization)
    (Commission file number)
    (I.R.S. employer identification no.)

    299 Park Avenue
    12th Floor
    New York, NY
    (Address of principal executive offices)
     
     
    10171
    (Zip code)

    Registrant’s telephone number, including area code:  (646) 443-8550
     
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    Securities registered pursuant to Section 12(b) of the Act:
     
    Title of each class
     
    Trading Symbol(s)
     
    Name of exchange on which registered
     
    Common stock, par value $0.01 per share
     
    GNK
     
    New York Stock Exchange (NYSE)

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company          ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐
     


    Item 5.07
    Submission of Matters to a Vote of Security Holders.
     
    On May 20, 2025, at the 2025 Annual Meeting of Shareholders (the “Annual Meeting”) of Genco Shipping & Trading Limited (“Genco” or the “Company”), shareholders of record as of March 28, 2025, the Record Date for the Annual Meeting, were entitled to vote 42,959,464 shares of the Company’s common stock (the “Common Stock”), each having one vote per share.  A total of 28,542,916 shares of Common Stock (66.44%) of all such shares entitled to vote at the Annual Meeting were represented at the Annual Meeting in person or by proxy.
     
    At the Annual Meeting, the shareholders of the Company (i) elected seven director nominees to hold office until the earlier of the 2026 Annual Meeting of Shareholders of the Company or until their successors are elected and qualified or until their earlier resignation or removal, (ii) approved an advisory, non-binding resolution regarding the compensation of the Company’s named executive officers, and (iii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent certified public accountants for the fiscal year ending December 31, 2025.
     
    Set forth below are the final voting results for each of the proposals submitted to a vote of the shareholders.
     
    Election of Directors
     
    The shareholders of the Company elected each of the director nominees proposed by the Board of Directors. The voting results were as follows:
     
     
    Name of Nominee
    Votes For
     
    Votes Withheld
     
    Broker Non-Votes
     
     
    James G. Dolphin
    21,701,713
     
    779,347
     
    6,061,856
     
     
    Paramita Das
    22,031,657
     
    449,403
     
    6,061,856
     
     
    Kathleen C. Haines
    22,047,698
     
    433,362
     
    6,061,856
     
     
    Basil G. Mavroleon
    22,157,653
     
    323,407
     
    6,061,856
     
     
    Karin Y. Orsel
    22,058,614
     
    422,446
     
    6,061,856
     
     
    Arthur L. Regan
    15,657,730
     
    6,823,330
     
    6,061,856
     
     
    John C. Wobensmith
    22,291,422
     
    189,638
     
    6,061,856
     

    Advisory Vote on Executive Compensation
     
    The shareholders of the Company approved an advisory resolution on compensation of the Company’s named executive officers by a non-binding vote. The voting results were as follows:
     
    Votes For
     
    Votes Against
     
    Abstentions
     
    Broker Non-Votes
     
    19,989,549
     
    2,381,589
     
    109,922
     
    6,061,856
     

    Ratification of Appointment of Independent Certified Public Accountants
     
    The shareholders of the Company ratified the appointment of Deloitte & Touche LLP as the Company’s independent certified public accountants for the fiscal year ended December 31, 2025. The voting results were as follows:
     
    Votes For
     
    Votes Against
     
    Abstentions
     
    27,846,042
     
    568,510
     
    128,364
     


    Item 9.01
    Financial Statements and Exhibits.

    (d)
    Exhibits

    Exhibit No.
    Description
    104
    Cover Page Interactive Data File (embedded within the Inline XBRL document)


    SIGNATURE
     
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
    GENCO SHIPPING & TRADING LIMITED
       
     
    DATE:  May 20, 2025
         
     
    By
    /s/ Peter Allen
       
    Peter Allen
       
    Chief Financial Officer


    EXHIBIT INDEX
     
    Exhibit No.
    Description
       
    104
    Cover Page Interactive Data File (embedded within the Inline XBRL document)



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