Oshodi Adewale 4

What Happened Oshodi Adewale, Vice President & Controller of International Seaways (INSW), was granted two equity awards on June 8, 2026: 1,508 restricted stock units (RSUs) and 1,508 performance restricted stock units (PRSUs), for a total of 3,016 units. These are compensation awards (derivative grants) rather than open-market purchases or sales; no purchase price is applicable. The RSUs vest one‑third on each of the first, second and third anniversaries of the grant. The PRSUs vest based on achievement of ROIC and relative TSR metrics measured over the three‑year performance period Jan 2, 2026–Dec 31, 2028; final payout may range from 50% to 150% of the target (100% assumed for reporting purposes). Settlement may be in shares or cash, and any vested shares will be net of amounts withheld for taxes.

Key Details

• Transaction date: June 8, 2026; Form 4 filed June 10, 2026 (filed two days after grant, within the typical 2-business-day Form 4 window).
• Transaction code: A (Award/Grant); derivatives (no cash paid).
• Award amounts: 1,508 RSUs + 1,508 PRSUs = 3,016 units. No per‑share price reported (N/A).
• Vesting: RSUs vest 1/3 per year starting one year post‑grant. PRSU performance measured over 2026–2028; payout 50%–150% based on performance, reported after committee certification.
• Settlement and taxes: Vested units may be settled in stock or cash (committee discretion) and will be net of shares withheld for applicable taxes/withholdings.
• Shares owned after transaction: Not specified in this filing.
• Notable: These are compensation grants tied to retention and multi‑year performance metrics—not direct buys or sells.

Context These grants are standard long‑term incentive awards designed to retain executives and align pay with company performance. Because PRSUs pay out only if performance goals are met (and the payout can vary), they are contingent compensation rather than an immediate transfer of shares or cash. For investors, awards signal how the company compensates and incentivizes management but do not represent an insider buying stock in the open market.