--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-24-026750" form_type: "8-K" ticker: null cik: "0000075208" company_name: "OVERSEAS SHIPHOLDING GROUP INC" filed_at: "2024-07-10T23:59:59+00:00" generated_at: "2026-05-31T22:20:44.237843+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Saltchuk completes $8.50/share acquisition of OSG; OSG now privately held ## Summary - Saltchuk acquired OSG for $8.50 per share in cash, enterprise value ~$950M. - Tender offer closed with 47,770,076 shares (~66%) validly tendered; no stockholder vote required. - OSG delisted from NYSE effective July 10, 2024; will deregister under Exchange Act. - All prior OSG directors resigned; new board includes Mark Tabbutt, Jerald Richards, David Stewart, Colleen Rosas, plus Sam Norton. - Saltchuk repaid or terminated all of OSG's outstanding credit facilities as part of the closing. ## SEC filing metadata - accession: 0001493152-24-026750 - form_type: 8-K - cik: 0000075208 - company_name: OVERSEAS SHIPHOLDING GROUP INC - filed_at: 2024-07-10T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-24-026750 - JSON: https://secwatch.observer/filing/0001493152-24-026750.json - Plain text: https://secwatch.observer/filing/0001493152-24-026750.txt ## Key facts - Executive change Samuel H. Norton resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Rebecca K. Delaet resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Julie E. Silcock resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Samuel H. Norton was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: appointed - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Mark N. Tabbutt was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: appointed - Role: Director source text: The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Joseph I. Kronsberg resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Jerald W. Richards was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: appointed - Role: Director source text: The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change David R. Stewart was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: appointed - Role: Director source text: The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Gary E. Taylor resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Douglas D. Wheat resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Elaine G. Luria resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change John P. Reddy resigned as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: resigned - Role: Director source text: 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. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - Executive change Colleen Rosas was appointed as Director at OVERSEAS SHIPHOLDING GROUP INC. - Action: appointed - Role: Director source text: The directors of Merger Sub immediately prior to the Effective Time were Mark N. Tabbutt, Jerald W. Richards, David R. Stewart, and Colleen Rosas. evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm - M&A Transactions 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 source text: 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, evidence_url: https://www.sec.gov/Archives/edgar/data/75208/000149315224026750/0001493152-24-026750-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.