Nugent William F. 4
4 · International Seaways, Inc. · Filed Jun 10, 2026
Research Summary
AI-generated summary of this filing
International Seaways (INSW) SVP William F. Nugent Receives Equity Award
What Happened
- William F. Nugent, Senior Vice President of International Seaways (INSW), received equity awards on June 8, 2026: 5,286 restricted stock units (RSUs) and 5,286 performance restricted stock units (PRSUs), for a total of 10,572 units. These are derivative awards (no cash purchase price reported).
- The RSUs vest one-third on each of the first, second and third anniversaries of the grant. The PRSUs are performance-based over a three-year measurement period (Jan 2, 2026 – Dec 31, 2028) and vest only if performance thresholds are met.
Key Details
- Transaction date: 2026-06-08; Form 4 filed: 2026-06-10 (timely filing).
- Transaction code: A (award/grant); price: N/A (derivative awards, not open-market trades).
- Total units granted: 5,286 RSUs + 5,286 PRSUs = 10,572 units.
- Shares owned after transaction: not specified in the filing.
- Footnotes: RSUs vest in thirds over 3 years. PRSUs are measured by ROIC and relative TSR (each metric covers half of the PRSUs); performance factor may range from 50% to 150% (F1–F3). Settlement may be in shares or cash at the Compensation Committee’s discretion and will be net of any shares withheld for taxes.
Context
- RSUs and PRSUs are compensation awards that convert to (or pay out in) shares if and when vesting and performance conditions are satisfied; they are not the same as an open-market purchase or sale.
- PRSU payouts are contingent on meeting performance goals and may be adjusted up or down by a performance factor; the final number of shares (if any) will be reported after certification following the measurement period.
Insider Transaction Report
Form 4
Nugent William F.
Senior Vice President
Transactions
- Award
Restricted Stock Units
[F1]2026-06-08+5,286→ 5,286 totalExercise: $0.00→ Common Stock (5,286 underlying) - Award
Performance Restricted Stock
[F2][F3]2026-06-08+5,286→ 5,286 totalExercise: $0.00→ Common Stock (5,286 underlying)
Footnotes (3)
- [F1]On June 8, 2026, INSW granted the Reporting Person pursuant to the International Seaways 2025 Management Incentive Plan (the "2025 Plan") 5,286 restricted stock units which units vest as to one-third of such units on each of the first, second and third anniversaries of the date of the grant. Each unit represents the right to acquire one share of Common Stock. Settlement of vested units which may be in either shares of Common Stock or cash as determined by the Human Resources and Compensation Committee of the Board in its discretion, and will be net of any shares deducted for applicable taxes and other withholdings.
- [F2]On June 8, 2026, INSW granted the Reporting Person pursuant to the 2025 Plan, 5,286 performance restricted stock units (PRSUs). Achievement under the PRSUs will be measured using an operating performance metric (return on invested capital, or ROIC) and a market performance metric (total shareholder return, or TSR, relative to the TSR or a peer group or companies), in each case measured over the three-year period beginning on January 2, 2026 and ending on December 31, 2028. Each metric relates to half of the PRSUs granted.
- [F3]These PRSUs represent the right to receive an equivalent number of shares of INSW Common Stock (net of any shares deducted for applicable taxes and other withholdings) if and when the PRSUs vest, assuming a performance factor of 100% achievement. The PRSU grants are subject (so long as at least the minimum performance threshold is achieved) to increase or decrease pursuant to a performance factor that may range from 50% to 150%. The number of shares vesting, if any, will be reported after the Compensation Committee of the Issuer's Board of Directors certifies the achievement of the applicable performance metric following the end of the measurement period.
Signature
/s/James D. Small III, Attorney-in-Fact, pursuant to power of attorney previously filed|2026-06-10