UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

For the quarterly period ended March 31,June 30, 2022

OR

For the transition period from _____to_____

Commission File Number: 001-06479

OVERSEAS SHIPHOLDING GROUP, INC.

(Exact name of registrant as specified in its charter)

(813) 209-0600

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S–T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES ☒ NO ☐

APPLICABLE ONLY TO CORPORATE ISSUERS

The number of shares outstanding of the issuer’s Class A common stock, as of May 4, 2022: Class A common stock, par value $0.01, –as of August 4, 2022: 87,776,69688,162,826 shares. Excluded from these amountsthis amount are penny warrants which were outstanding as of MayAugust 4, 2022 for the purchase of 3,619,838 shares of Class A common stock without consideration of any withholding pursuant to the cashless exercise procedures.for nominal consideration.

TABLE OF CONTENTS

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

DOLLARS IN THOUSANDS

See notes to condensed consolidated financial statements

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

(UNAUDITED)

See notes to condensed consolidated financial statements

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSINCOME/(LOSS)

DOLLARS IN THOUSANDS

(UNAUDITED)

See notes to condensed consolidated financial statements

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

DOLLARS IN THOUSANDS

(UNAUDITED)

See notes to condensed consolidated financial statements

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

DOLLARS IN THOUSANDS

(UNAUDITED)

See notes to condensed consolidated financial statements

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Note 1 — Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Overseas Shipholding Group, Inc., a Delaware corporation (the “Parent Company”), and its wholly-owned subsidiaries (collectively, the “Company” or “OSG”, “we”, “us” or “our”). The Company owns and operates a fleet of oceangoing vessels engaged primarily in the transportation of crude oil and refined petroleum products in the U.S. Flag trade.

These financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and notes required by generally accepted accounting principles in the United States.States (“GAAP”). In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results have been included. Operating results for the three and six months ended March 31,June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022 or for any other period.

The condensed consolidated balance sheet as of December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles in the United States for complete financial statements. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (“Form 10-K”).

The World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) as a pandemic in March 2020. The COVID-19 pandemic is a dynamic and continuously evolving phenomenon and our disclosures throughout describe its effects on our business.

The Russian invasion of Ukraine has disrupted markets and resulted in volatile oil prices. Petroleum product flows have shifted due to governmental sanctions as well as self imposedself-imposed sanctions by oil companies and traders. Our disclosures throughout describe its effects on our business.

Note 2 — Recently Issued Accounting Standards

In November 2019, the FASB issued ASU 2019-10, Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates, which allows a two-bucket approach for determining the effective dates of these accounting standards. Under this approach, the buckets would be defined as follows:

Bucket 1— All public business entities (“PBEs”) that are SEC filers (as defined in U.S. GAAP), excluding smaller reporting companies (“SRCs”) (as defined by the SEC)Securities and Exchange Commission (“SEC”). The credit losses standard became effective January 1, 2020.

Bucket 2— All other entities, including SRCs, other PBEs that are not SEC filers, private companies, not-for-profit organizations, and employee benefit plans. The credit losses standard is to become effective January 1, 2023.

At June 30, 2019, the evaluation date for purposes of determining the applicability of the credit losses standard, the Company met the SEC definition of a smaller reporting company. Accordingly, the Company plans to adopt the credit losses standard on January 1, 2023. Management is currently reviewing the impact ofdoes not expect the adoption of this accounting standard to have a material impact on the Company’s consolidated financial statements.

Note 3 - Revenue Recognition

Disaggregated Revenue

The Company has disaggregated revenue from contracts with customers into categories that depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Consequently, the disaggregation below is based on contract type. Since the terms within these contract types are generally standard in nature, the Company does not believe that further disaggregation would result in increased insight into the economic factors impacting revenue and cash flows.

The following table shows the Company’s shipping revenues disaggregated by nature of the charter arrangement for the three and six months ended June 30, 2022 and 2021:

Schedule of Disaggregation of Revenue

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

The following table shows the Company’s shipping revenues disaggregated by nature of the charter arrangement for the three months ended March 31, 2022 and 2021:

Schedule of Disaggregation of Revenue

Voyage Receivables

As of March 31,June 30, 2022 and December 31, 2021, contract balances from contracts with customers consisted of voyage receivables of $6,28812,384 and $8,227, respectively, net of reservereserves of $250164 and $150, respectively, for doubtful accounts for voyage charters and lightering contracts.

Transaction Price Allocated to the Remaining Performance Obligations

As of March 31,June 30, 2022, the Company expects to recognize revenue of approximately $19,6607,610 for the remainder of 2022 under COAs. This estimated amount relates to the fixed consideration of contractual minimums within the contracts based on the Company’s estimate of future services.

Note 4 —Earnings per Common Share

Basic earnings per common share is computed by dividing earnings by the weighted average number of common shares outstanding during the period. As management deems the exercise price for the Class A warrants of $0.01$0.01 per share to be nominal, warrant proceeds are ignored, and the shares issuable upon Class A warrant exercises are included in the calculation of basic weighted average common shares outstanding for all periods.

The computation of diluted earnings per share assumes the issuance of common stock for all potentially dilutive stock options and restricted stock units. Participating securities are defined by ASC 260, Earnings Per Share, as unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents and are included in the computation of earnings per share pursuant to the two-class method.

Class A

As of March 31,June 30, 2022, there were 4,238,9934,268,193 shares of Class A common stock issuable under outstanding restricted stock units and 1,478,756 shares of Class A common stock issuable under outstanding options, both of which are considered to be potentially dilutive securities. As of March 31,June 30, 2021, there were 3,414,1893,380,708 shares of Class A common stock issuable under outstanding restricted stock units and 1,478,756 shares of Class A common stock issuable under outstanding options, both of which are considered to be potentially dilutive securities.

The components of the calculation of basic earnings per share and diluted earnings per share are as follows:

 Schedule of Earnings Per Share

For the three and six months ended March 31,June 30, 2022, there were dilutive equity awards outstanding covering 1,352,863 and1,361,074 shares, respectively. Awards of 495,832 and 728,988 shares (related to restricted stock units and stock options) were not included in the computation of diluted earnings per share because inclusion of these awards would be anti-dilutive for the three and six months ended June 30, 2022, respectively. For the three and six months ended June 30, 2021, awards under which 2,331,430 shares2,056,586 shares and 1,883,398 shares1,969,992 ,shares, respectively, may be issued related to restricted stock units and stock options were not included in the computation of diluted earnings per share because inclusion of these awards would be anti-dilutive due to a net loss during the periods.

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Note 5 — Fair Value Measurements and Fair Value Disclosures

The following methods and assumptions are used to estimate the fair value of each class of financial instrument:

Cash and cash equivalents and restricted cash— The carrying amounts reported in the condensed consolidated balance sheet for interest-bearing deposits approximate fair value. Investments in trading securities consist of equity securities and were measured using quoted market prices at the reporting date.

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Debt— The fair values of the Company’s publicly traded and non-public debt are estimated based on similar instruments.

ASC 820, Fair Value Measurements and Disclosures, relating to fair value measurements, defines fair value and establishes a framework for measuring fair value. The ASC 820 fair value hierarchy distinguishes between market participant assumptions developed based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In addition, the fair value of assets and liabilities should include consideration of non-performance risk, which for the liabilities described below includes the Company’s own credit risk.

The levels of the fair value hierarchy established by ASC 820 are as follows:

Level 1 - Quoted prices in active markets for identical assets or liabilities

Level 2 - Quoted prices for similar assets and liabilities in active markets or inputs that are observable

Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities

Financial Instruments that are not Measured at Fair Value on a Recurring Basis

The estimated fair values of the Company’s financial instruments that are not measured at fair value on a recurring basis, categorized based upon the fair value hierarchy, are as follows:

 Schedule of Hierarchy Categorized Onon Fair Value

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Nonfinancial Instruments that are Measured at Fair Value on a Nonrecurring Basis

Vessel and Intangible Assets Impairments

During the firstsecond quarter of 2022, the Company considered whether events or changes in circumstances had occurred since December 31, 2021 that could indicate the carrying amounts of the vessels, including operating right of useright-of-use assets, in the Company’s fleet and whether the carrying value of the Company’s intangible assets may not be recoverable as of March 31,June 30, 2022. The Company concluded that no such events or changes in circumstances had occurred.

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Note 6 — Taxes

For the three months ended March 31,June 30, 2022 and 2021, the Company recorded an income tax benefits(provision)/benefit of $59(611) and $6,1692,511, respectively, which represented effective tax rates of 1014% and 2819%, respectively. For the six months ended June 30, 2022 and 2021, the Company recorded an income tax (provision)/benefit of $(552) and $8,681, respectively, which represented effective tax rates of 15% and 25%, respectively. The decrease in the effective tax rate for the three and six months ended March 31,June 30, 2022 compared to the three and six months ended March 31,June 30, 2021 was primarilysubstantially due to the tonnage tax exclusion and current state discrete expense.exclusion. The effective tax rate for the threesix months ended March 31,June 30, 2022 was less than the statutory rate due to the tonnage tax exclusion and state expense.exclusion. The effective tax rate for the threesix months ended March 31,June 30, 2021 was more than the statutory rate due to the tonnage tax exclusion and state tax benefit.

Note 7 — Capital Stock and Stock Compensation

Share and Warrant Repurchases

On June 13, 2022, the Company’s Board of Directors authorized a program to purchase up to 5000000shares of the Company’s common stock.

Under the program, the Company may repurchase shares from time to time in open market transactions (including the use of trading plans under SEC Rule 10b5-1) or in privately negotiated transactions. The timing and amounts of any purchases will be based on market conditions and other factors, such as price, in accordance with applicable laws. The program has no time limit, may be suspended, modified or discontinued at any time, and does not obligate the Company to purchase any particular amount of its common stock. The Company intends to fund the share repurchase program with excess cash. For the three and six months ended June 30, 2022, the Company repurchased 145,741 shares at an average price of $2.10 per share.

During the threesix months ended March 31,June 30, 2022 and 2021, in connection with the vesting of restricted stock units (“RSUs”), the Company withheld 179,040and 185,459, respectively, shares of Class A common stock at average prices of $2.07and $2.18per share (based on the market prices on the dates of vesting), respectively, from certain members of management to cover withholding taxes.

Warrant Conversions

During the threesix months ended March 31,June 30, 2022, the Company issued 11,179shares of Class A common stock as a result of the exercise of 59,124 Class A warrants. During the threesix months ended March 31,June 30, 2021, the Company did not issue any shares of Class A common stock as a result of the exercise of Class A warrants.

Management Incentive Compensation Plan

On June 1, 2022, at the annual stockholders meeting, the Company’s stockholders approved an increase of 5000000 shares to the number of shares available for issuance under the Overseas Shipholding Group, Inc. 2019 Incentive Compensation Plan for Management.

Stock Compensation

The Company accounts for stock compensation expense in accordance with the fair value-based method required by ASC 718, Compensation – Stock Compensation. This method requires share-based payment transactions to be measured based on the fair value of the equity instruments issued.

Director Compensation — Restricted Stock Units

On June 1, 2022 and May 27, 2021, the Company awarded 305,000 and 275,800 time-based RSUs, respectively, to its non-employee directors. The grant date fair values of these awards were $2.09 and $2.29 per RSU, respectively. Each RSU represents a contingent right to receive one share of Class A common stock upon vesting. These RSUs vest in full on the first anniversary of the grant date, subject to each director continuing to provide services to the Company through such date.

Management Compensation — Restricted Stock Units and Stock Options

During the threesix months ended March 31,June 30, 2022 and 2021, the Company granted RSUs to its employees, including senior officers, covering 718,360and 552,844shares, respectively. The grant date fair valuevalues of these awards waswere $2.09and $2.36per RSU, respectively. Each RSU represents a contingent right to receive one share of Class A common stock upon vesting. Each award of RSUs will vestvests in approximately equal installments on each of the first three anniversaries of the grant date.

During the threesix months ended March 31,June 30, 2022 and 2021, the Company awarded performance-based RSUs to its senior officers covering upof 518,600 and 363,238 shares, respectively, (up to a maximum of 777,900 and 544,857 shares, respectively.respectively). Each performance-based RSU represents a contingent right to receive RSUs based upon continuous employment, subject to the achievement of performance metrics through the end of a three-year performance period.

The grant date fair valuevalues of the awards, which have a market condition, waswere determined to be $2.09 and $2.36 per RSU, respectively.

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

During the threesix months ended March 31,June 30, 2022, the Company awarded RSUs to its senior officers covering 576,981shares. The grant date fair value of these awards was $2.09. Each award of RSUs vest as follows: i.) 20% vestvests on the first anniversary of the grant date, ii.) 30% vestvests on the second anniversary of the grant date, and iii.) 50% vestvests on the third anniversary of the grant datedate.. Each RSU represents a contingent right to receive one share of Class A common stock upon vesting.

During the threesix months ended March 31,June 30, 2021, the Company awarded performance-based RSUs to its senior officers covering 590,251shares. The grant date fair value of these awards was $2.36per RSU. Each performance-based RSU represents a contingent right to receive RSUs based on performance criteria tied to specific operational and financial goals that must be achieved over an 18-month performance period. Vesting is subject to certification by

Note 8 — Accumulated Other Comprehensive Income/(Loss)

The components of accumulated other comprehensive income, net of related taxes, in the Compensation Committee as to achievementcondensed consolidated balance sheets follow:

Schedule of Components of Accumulated Other Comprehensive Loss

The following tables present the performance measures.changes in the balances of each component of accumulated other comprehensive income/(loss), net of related taxes, during the three and six months ended June 30, 2022 and 2021:

Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss

OVERSEAS SHIPHOLDING GROUP, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS

Note 8 — Accumulated Other Comprehensive Income/(Loss)

The components of accumulated other comprehensive income, net of related taxes, in the condensed consolidated balance sheets follow:

Schedule of Components of Accumulated Other Comprehensive Loss

The following table presents the changes in the balances of each component of accumulated other comprehensive income/(loss), net of related taxes, during the three months ended March 31, 2022 and 2021:

Schedule of Changes in Balances of Component of Accumulated Other Comprehensive Loss

The Company includes the service cost component for net periodic benefit cost/(income) in vessel expenses and general and administrative expenses and other components in other (expense)/income, net on the condensed consolidated statements of operations.

Note 9 — Leases

Charters-out

The Company is the lessor under its time charter contracts. Total time charter revenue for the three and six months ended March 31,June 30, 2022 and 2021 was equal to lease income from lease payments of $56,90982,913 and and $63,417139,821, respectively, plus straight-line adjustments of $32756 and $371383 for, respectively. For the three and six months ended March 31, 2022June 30, 2021, total time charter revenue was equal to income from lease payments of $62,705 and 2021,$126,122, respectively, plus straight-line adjustments of $101 and $472, respectively.

Note 10 — Contingencies

The Company is a party, as plaintiff or defendant, to various suits in the ordinary course of business for monetary relief arising principally from personal injuries (including without limitation exposure to asbestos and other toxic materials), wrongful death, collision or other casualty and to claims arising under charter parties. A substantial majority of such personal injury, wrongful death, collision or other casualty claims against the Company are covered by insurance (subject to deductibles not material in amount). In the opinion of management, none of these claims, individually or in the aggregate, are expected to be material to the Company’s financial position, results of operations and cash flows.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, among others, statements about our beliefs, plans, objectives, goals, expectations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. The words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “target,” “goal,” and similar expressions are intended to identify forward-looking statements.

All forward-looking statements, by their nature, are subject to risks and uncertainties. Our actual future results may differ materially from those set forth in our forward-looking statements. Please see the section titled “Forward-Looking Statements” and Item 1A. Risk Factors of our Form 10-K. Other factors besides those listed in our quarterly reports orForm 10-K and in our Form 10-Kquarterly reports also could adversely affect our results, and you should not consider any such list of factors to be a complete set of all potential risks or uncertainties. The following highlights some of these risk factors:

The Company assumes no obligation to update or revise any forward-looking statements, except as may be required by law. Forward-looking statements in this Quarterly Report on Form 10-Q and written and oral forward-looking statements attributable to the Company or its representatives after the date of this Quarterly Report on Form 10-Q are qualified in their entirety by the cautionary statement contained in this paragraph and in other reports hereafter filed by the Company with the SEC.

Business Overview

OSG is a publicly traded tanker company providing energy transportation services for crude oil and petroleum products in the U.S. Flag markets. OSG is a major operator of tankers and ATBs in the Jones Act industry. OSG’s active vessel fleet, of which 22 are U.S. Flag vessels, consists of three crude oil tankers doing business in Alaska, two conventional ATBs, two lightering ATBs, three shuttle tankers, ten MR tankers, and two non-Jones Act MR tankers that participate in the U.S. Maritime Security Program. The Company also owns and operates one Marshall Islands flagged MR tanker which trades internationally. OSG is committed to setting high standards of excellence for its quality, safety and environmental programs. OSG is recognized as one of the world’s most customer-focused marine transportation companies and is headquartered in Tampa, FL. Our revenues are derived predominantly from time charter agreements for specific periods of time at fixed daily amounts. We also charter-out vessels for specific voyages where we typically earn freight revenue at spot market rates.

The following is a discussion and analysis of our financial condition and results of operations for the three and six months ended March 31,June 30, 2022 and 2021. You should consider the foregoingthis when reviewing the condensed consolidated financial statements, including the notes thereto, and this discussion and analysis. This Quarterly Report on Form 10-Q includes industry data and forecasts that we have prepared based in part on information obtained from industry publications and surveys. Third-party industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. In addition, certain statements regarding our market position in this report are based on information derived from internal market studies and research reports. Unless we state otherwise, statements about the Company’s relative competitive position in this report are based on management’s beliefs, internal studies and management’s knowledge of industry trends.

All dollar amounts are in thousands, except daily dollar amounts and per share amounts.

Operations and Oil Tanker Markets

Our revenues are highly sensitive to patterns of supply and demand for vessels of the size and design configurations owned and operated by us and the trades in which those vessels operate. Rates for the transportation of crude oil and refined petroleum products are determined by market forces such as the supply and demand for oil, the distance that cargoes must be transported, and the number of vessels expected to be available at the time cargoes need to be transported. In the Jones Act trades within which the substantial majority of our vessels operate, demand factors for transportation are affected almost exclusively by supply and distribution decisions of oil producers, refiners and distributors based in the United States. Further, the demand for U.S. domestic oil shipments is significantly affected by the state of the U.S. and global economies, the level of imports into the U.S. from OPEC and other foreign producers, oil production in the United States, and the relative price differentials of U.S. produced crude oil and refined petroleum products as compared with comparable products sourced from or destined for foreign markets, including the cost of transportation on international flag vessels to or from those markets. The number of vessels is affected by newbuilding deliveries and by the removal of existing vessels from service, principally through storage, layup, deletions, or conversions. Our revenues are also affected by the mix of charters between spot (voyage charters which include short-term time charters) and long-term (time or bareboat charters).

The Russian Ukrainian conflict has resulted in economic sanctions against Russia which include the banning or limitation of oil imports from Russia by certain countries and self-sanctioning by many oil companies and traders. It is uncertain whether these restrictions will continue to tighten. The circumstances have resulted in the redirection of oil (crude and refined product) trade flows which are apt to continue, reflecting the need of countries that were large consumers of Russian oil to obtain other supply sources. Although the United States was not a major importer of Russian oil, it is impacted by these global events. Crude and refined products that were previously imported into the United States from non-Russian sources may not be available in prior quantities. A potential impact is more movement from domestic producing locations via pipeline and marine assets, which would have an impact on vessel demand. An increase in demand could result in higher utilization levels and potentially higher rates for Jones Act vessels.

The ongoing COVID-19 pandemic has severely impacted, and continues to impact, global and national economies. Duringeconomies and our industry. The rapid demand destruction experienced in 2020 lockdown orders, business closures and travel restrictions among many other events reduced the demand for many products, including petroleum. 2021 was characterizedhas been followed by the introduction of COVID-19 vaccines, businessa slow recovery, and two different COVID-19 variants that all impacted overall business conditions. During the second half of 2021, there werewith increases in refinery operations and end user demand for transportation fuels. Demand is expected to continue to increase in 2022 to levels exceeding pre-pandemic levels. Although there has been an increase in demand, business uncertainty for ourfuels and customers remains, which has resulted in a reluctance to enter into longer term transportation commitments. Customers currently favorfavoring shorter term agreements. We believe that as their visibility and confidence inDuring the future returns there will besecond quarter of 2022, we started to see a resumption of more typical customer behavior, andwith charterers entering into longer term time charter activity will rebound.agreements.

The ongoingDuring the pandemic also resulted in the non-renewal of charters for vessels whose time charters ended late in 2020 and early in 2021. In response to this, we placed seven vessels in layup for most of 2021. This allowedin order to allow us to reduce the operating costs associated with vessels that were without charter. We saw an increaseAs demand returned, in demand during the second halffall of 2021. As a result, two of the seven2021 we began to bring vessels came out of layup in September 2021 and operated in the spot market. One of these two vessels commenced a 26-month time charter in mid-November 2021. A third vessel came out of layup in December 2021 and operatedoperate them in the spot market. In January 2022 and late February 2022, two more vessels came out of layup. We continued to see an increase in demand during the first quarterhalf of 2022 and as a result, we expect our last two remaining vessels in layup to returnreturned to service during the second quarter ofin May 2022.

As a result of

During the COVID-19 pandemic and continuing today, we have implemented procedures to protect the health and safety of our employees, crew and contractors. These procedures and protocols are thosecontractors, as mandated or recommended by the Centers for Disease Control and Prevention, the U.S. Coast Guard, local ports and shipyards, and country- and state-specific requirements. They include such actions as providing personal protective equipment, managing the locations where crew members board and depart from our vessels, requiring crew members to disclose symptoms and the health of those they have been in contact with, mandatory quarantine periods imposed prior to joining any vessel, sanitization of the vessels, mandating face coverings when non-crew are on board, social distancing and requiring testing in certain instances. COVID-19 has also impactedcontinued to impact planned shipyard maintenance and vetting activities, resulting in delays, rescheduling and extensions. These additional procedures and delays have resulted in increased costs, which at this point in time, have not been material but are expected to continue and may increase.

Having our vessels committed on time charters is a fundamental objective of our chartering strategy. TheWe seek to have a majority of available vessel operating days are covered with medium-termtime charters or contracts of affreightment. However, medium-termaffreightment, but if such charters mayare not always be remunerative, noror prove achievable under certain market conditions. As a result,conditions, some of our vessels may operate in the spot market, which is more volatile and less predictable. In some cases, where neither time charter nor consistent spot market business is available, layup and removal of vessels from an actively available status is deemed necessary. Because shipping revenues and voyage expenses are significantly affected by the mix between voyage charters and time charters, we manage our vessels based on TCE revenues and rates, which are non-GAAP measures.

Spot marketThe increase in demand for Jones Act tankers and ATBs reboundedthat started in the fourth quarter of 2021 and continued into the firstsecond quarter 2022. There was an increase of 2022 has caused charterers to secure time charter contracts rather than relying on the spot market. This resulted in fewer vessels available in the spot market and spot activity decreased from 34 spot fixtures in the first quarter of 2022 with 34to 15 in the second quarter of 2022. For the 15 spot fixtures, versus 30 spot fixtures in the fourth quarter of 2021. For the 34 spot fixtures, 17four were performed by tankers and the remaining were performed by ATBs. The availability of tankers and ATBs in the spot market was significantly reduced by the end of the first quarter of 2022 due to charterers securing term contracts in favor of relying on the spot market.

Our last two vessels excluding vesselsremaining in layup were returned to service in May 2022. Our other vessels were employed for 98%97% of available days during the firstsecond quarter of 2022, with 3454 of a total 1,5831,749 available days (available days(which excludes 4963 days vessels were off-hire due to drydock requirements) seeing vessels idle without employment. Industry-wide, there were no firm Jones Act vessel orders as of March 31,June 30, 2022.

Delaware Bay lightering volumes averaged 71,000 b/d in the firstsecond quarter of 2022 compared with 66,00081,000 b/d in the firstsecond quarter of 2021. Refinery demand for crude oil has increased fromThe decrease is attributed to the lower demand levelschange in the first quarter of 2021 caused by COVID-19.parcel sizes due to an increase in lightering heavier crude. We have contract minimums with our refinery customers that compensate us for barrels not lightered below those minimum amounts.

Critical Accounting Policies

The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States,GAAP, which requirerequires the Company to make estimates in the application of its accounting policies based on the best assumptions, judgments and opinions of management. There have been no changes to the Company’s critical accounting estimates disclosed in Note 2, “Summary of Significant Accounting Policies,” to the Company’s consolidated financial statements included in the Company’s Annual Report on Form 10-K for 2021.

Results of Vessel Operations

During the three and six months ended March 31,June 30, 2022, shipping revenues increased by $22,726,$29,626 and $52,350, or 28.0%33.5% and 30.9%, respectively, compared to the same periodperiods in 2021. The increases primarily resulted from 555-day and 924-day decreases, respectively, in layup days as we had fewer vessels in layup compared to the same periods in 2021. During the first quarter of 2022, we had two vessels in layup for the full quarter and two additional vessels that came out of layup in January 2022 and late February 2022. Our remaining two vessels in layup returned to service in May 2022. We had seven vessels in layup during the first six months of 2021.

Reconciliation of TCE revenues, a non-GAAP measure, to shipping revenues as reported in the consolidated statements of operations follows:

The following tables provide a breakdown of TCE rates achieved for the three and six months ended June 30, 2022 and 2021 between spot and fixed earnings and the related revenue days.

a) Excludes one Alaska vessel currently in layup.

During the second quarter of 2022, TCE revenues increased by $31,552, or 44.0%, to $103,243 from $71,691 in the second quarter of 2021. The increase primarily resulted from a 369-day555-day decrease in layup days as we had fewer vessels in layup during the firstsecond quarter of 2022 compared to the firstsecond quarter of 2021. During the second quarter of 2022, we had two vessels in layup for 82 days of the quarter. These two vessels came out of layup in May 2022. During the second quarter of 2021, we had seven vessels in layup. Additionally, the increase in TCE revenues resulted from two full Government of Israel voyages and one partial Government of Israel voyage during the second quarter of 2022 that overlapped into the third quarter, compared to one such voyage during the same period in 2021 and an increase in average daily rates earned by our fleet. The increase was partially offset by (a) a 17-day increase in scheduled drydocking, (b) a 14-day increase in repair days, (c) one less MR tanker in our fleet, Overseas Gulf Coast, which was sold in mid-June 2021 and (d) a decrease in Delaware lightering volumes and a decrease in the price per barrel lightered during the second quarter of 2022 compared to the second quarter of 2021.

Voyage expenses decreased by $1,926, or 11.6%, in the second quarter of 2022 to $14,742 compared to $16,668 in the second quarter of 2021, primarily related to an absence of expenses for oil pollution mitigation services for the Alaskan tankers in the second quarter of 2022 compared to $10,301 of these expenses during the second quarter of 2021. These expenses were previously passed through to the charterer each month; however, the charterer is now paying the expenses directly to the vendor. The decrease was partially offset by increases in fuel and port expenses related to higher fuel prices and longer voyages during the second quarter of 2022 compared to the same period in 2021 and an increase in freight brokerage fees due to removing vessels from layup during the second quarter of 2022.

Vessel expenses increased by $10,151, or 29.8%, in the second quarter of 2022 to $44,153 compared to $34,002 in the second quarter of 2021, primarily due to an increase in crewing costs. The increase in crewing costs was related to fewer vessels in layup during the second quarter of 2022 compared to the second quarter of 2021.

Depreciation and amortization increased by $1,595, or 10.6%, to $16,663 in the second quarter of 2022 compared to $15,068 in the second quarter of 2021. The increase primarily resulted from an increase in amortization of drydock costs.

During the first six months of 2022, TCE revenues increased $59,962, or 43.7%, to $197,167 from $137,205 in the first six months of 2021. The increase primarily resulted from a 924-day decrease in layup days as we had fewer vessels in layup during the first six months of 2022 compared to the same period in 2021. During the first quarter of 2022, we had two vessels in layup for the full quarter and two additional vessels that came out of layup in January 2022 and late February 2022. During the first quarter of 2021, weOur remaining two vessels in layup returned to service in May 2022. We had seven vessels in layup.layup during the first six months of 2021. Additionally, the increase in TCE revenues resulted from fivesix full Military Sealift Command voyages and one partial Military Sealift Command voyage that overlapped into the third quarter, which were longer international voyages, during the first quarter ofsix months ended 2022 compared to notwo such voyages during the same period in 2021 and an increasethree full Government of Israel voyages and one partial Government of Israel voyage that overlapped into the third quarter during the first six months of 2022 compared to two such voyages during the same period in Delaware Bay lightering volumes.2021. The increase was partially offset by (a) one less MR tanker in our fleet, Overseas Gulf Coast, which was sold during the second quarter of 2021. We continued to see anin mid-June 2021, (b) a 24-day increase in demand during the first quarter of 2022scheduled drydocking, (c) a 16-day increase in repair days and as(d) a result, we expect our two remaining vesselsdecrease in layup to return to service during the second quarter of 2022.

Reconciliation of TCE revenues, a non-GAAP measure, to shipping revenues as reportedDelaware lightering volumes and decreases in the consolidated statements of operations follows:

The following table provides a breakdown of TCE rates achievedprice per barrel lightered for the three months ended March 31, 2022 and 2021 between spot and fixed earnings and the related revenue days.