UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2025
Commission File Number: 001-42174
Icon Energy Corp.
(Translation of registrant’s name into English)
c/o Pavimar Shipping Co.
17th km National Road
Athens-Lamia & Foinikos Str.
14564, Nea Kifissia
Athens, Greece
+30 211 88 81 300
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
2025 Annual Meeting of Shareholders
On March 17, 2025, Icon Energy Corp. (the “Company”) held its 2025 Annual Meeting of Shareholders (the “Annual Meeting”). At the
Annual Meeting, the following three proposals, which are set forth in more detail in the Company’s Notice of Annual Meeting of Shareholders and Proxy Statement mailed to shareholders on or about February 28, 2025, were approved and adopted:
|
1.
|
the election of Spiros Vellas as a Class I Director to serve until the Company’s 2028 Annual Meeting of Shareholders;
|
|
2.
|
the ratification of Ernst & Young (Hellas) Certified Auditors
Accountants S.A. as the Company’s independent auditors for the fiscal year ending December 31, 2025; and
|
|
3.
|
the authorization for the Company’s board of directors (the “Board”) to have the discretion to implement one or more reverse stock
splits of the Company’s issued common shares, at one or more ratios within the range approved by the shareholders of the Company, which, in the aggregate, shall not exceed one-for-500, by filing one or more amendments to the Company’s Amended and Restated Articles of Incorporation with the Registrar of Corporations of the Republic of the Marshall Islands (“Proposal Three”).
|
Proposal Three does not obligate the Company to conduct a reverse stock split. Proposal Three gives the Board the necessary
flexibility to effect one or more reverse stock splits upon its determination that doing so is in the best interest of the Company and its shareholders, including as a means to maintain the Company’s listing.
SIGNATURES
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,
thereunto duly authorized.
|
|
ICON ENERGY CORP.
|
|
|
|
|
|
|
|
By:
|
/s/ Dennis Psachos
|
|
|
Name:
|
Dennis Psachos
|
|
|
Title:
|
Chief Financial Officer
|
|
Date: March 18, 2025
|
||