secwatch / observer
8-K filed July 10, 2024, 7:59 PM ET CIK 0000075208
M&A confidence high sentiment neutral materiality 1.00

OVERSEAS SHIPHOLDING GROUP INC: M&A transaction — Saltchuk completes $8.50/share acquisition of OSG; OSG now privately held

OVERSEAS SHIPHOLDING GROUP INC

item 1.02item 2.01item 3.01item 3.03item 5.01item 5.02item 5.03item 8.01item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

Samuel H. Norton

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Departed

Rebecca K. Delaet

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Departed

Julie E. Silcock

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Appointed

Samuel H. Norton

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Effective as of immediately following the Effective Time, Saltchuk, as the sole stockholder of the Surviving Corporation, appointed Samuel H. Norton as a director of the Surviving Corporation.
Appointed

Mark N. Tabbutt

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
Departed

Joseph I. Kronsberg

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Appointed

Jerald W. Richards

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
Appointed

David R. Stewart

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
Departed

Gary E. Taylor

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Departed

Douglas D. Wheat

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Departed

Elaine G. Luria

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Departed

John P. Reddy

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
Appointed

Colleen Rosas

Director
OVERSEAS SHIPHOLDING GROUP INC
Effective
2024-07-10
Filed
July 10, 2024, 7:59 PM ET
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

Samuel H. Norton resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Rebecca K. Delaet resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Julie E. Silcock resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Samuel H. Norton was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
appointed
Role
Director
Exact text from the filing
Effective as of immediately following the Effective Time, Saltchuk, as the sole stockholder of the Surviving Corporation, appointed Samuel H. Norton as a director of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Mark N. Tabbutt was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
appointed
Role
Director
Exact text from the filing
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Joseph I. Kronsberg resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Jerald W. Richards was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
appointed
Role
Director
Exact text from the filing
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David R. Stewart was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
appointed
Role
Director
Exact text from the filing
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Gary E. Taylor resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Douglas D. Wheat resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Elaine G. Luria resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

John P. Reddy resigned as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
resigned
Role
Director
Exact text from the filing
Samuel H. Norton, Rebecca K. Delaet, Joseph I. Kronsberg, Elaine G. Luria, John P. Reddy, Julie E. Silcock, Gary E. Taylor and Douglas D. Wheat each resigned as a director of OSG.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Colleen Rosas was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC.

Action
appointed
Role
Director
Exact text from the filing
The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

OVERSEAS SHIPHOLDING GROUP INC underwent a change of control involving Saltchuk Resources, Inc. for $8.50 per Share (closed 2024-07-10).

Action
change of control
Counterparty
Saltchuk Resources, Inc.
Consideration
$8.50 per Share
Closing
2024-07-10
Exact text from the filing
of the Company’s Class A common stock, par value $0.01 per share (the “Shares”), other than the Shares owned by Saltchuk, Merger Sub or any of their respective affiliates, for $8.50 per Share (the “Offer Price”), without interest and subject to any applicable tax withholding, upon the terms and subject to the conditions set forth in the Offer to Purchase,
View on SEC.gov

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Source: SEC EDGAR
accession 0001493152-24-026750
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