Nugent William F. 4

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.