Apostolos Zafolias Form 4 GENCO SHIPPING & TRADING / Apostolos Zafolias ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Zafolias Apostolos

(Last) (First) (Middle)

C/O GENCO SHIPPING & TRADING LIMITED

299 PARK AVENUE, 12TH FLOOR

(Street)

NEW YORK NY 10171

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GENCO SHIPPING & TRADING LTD [ GNK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/23/2023		M		3,578	A	(1)	20,664	D
Common Stock	02/23/2023		M		3,364	A	(1)	24,028	D
Common Stock	02/23/2023		S		3,332(2)	D	$19.3563(3)	20,696	D
Common Stock	02/25/2023		M		4,722	A	(1)	25,418	D
Common Stock	02/27/2023		S		2,266(4)	D	$19.3924(5)	23,152	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(6)							(7)	(7)	Common Stock	48,232(6)		48,232	D
Restricted Stock Units	(1)(6)(8)	02/23/2023		M			3,578	(8)	(8)	Common Stock	3,578(6)	$0	14,315	D
Restricted Stock Units	(1)(6)(9)	02/23/2023		M			3,364	(9)	(9)	Common Stock	3,364(6)	$0	3,364	D
Option	$9.91							02/25/2021(10)	02/25/2026	Common Stock	11,547		11,547	D
Restricted Stock Units	(1)(6)(11)	02/25/2023		M			4,722	(11)	(11)	Common Stock	4,722(6)	$0	0	D
Option	$7.06							02/25/2021(12)	02/25/2026	Common Stock	28,090		28,090	D
Option	$8.065							03/04/2020(13)	03/04/2025	Common Stock	20,270		20,270	D

Explanation of Responses:

1. The Reporting Person became entitled to receive shares of common stock in settlement of restricted stock units upon their vesting.

2. These shares were sold under instructions given in a previously existing plan established in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in order to satisfy the reporting person's tax obligations for restricted stock units that vested on February 23, 2023.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.7204 to $19.7950 (inclusive) on February 23, 2023. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

4. These shares were sold under instructions given in a previously existing plan established in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in order to satisfy the reporting person's tax obligations for restricted stock units that vested on February 25, 2023.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.235 to $19.67 (inclusive) on February 27, 2023. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

6. Each restricted stock unit represents the right to receive one share of the issuer's common stock, or in the sole discretion of the issuer's Compensation Committee, the value of a share of common stock on the date that the restricted stock unit vests.

7. These restricted stock units generally vest in equal installments on each of the first five anniversaries of February 23, 2023, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

8. These restricted stock units generally vest in equal installments on each of the first five anniversaries of February 23, 2022, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

9. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 23, 2021, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

10. These options generally become exercisable in equal installments on each of the first three anniversaries of February 23, 2021.

11. These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 25, 2020, subject to postponement of settlement if the vesting occurs during a blackout period or other trading restriction.

12. These options generally became exercisable in equal installments on each of the first three anniversaries of February 25, 2020.

13. These options generally became exercisable in equal installments on each of the first three anniversaries of March 4, 2019.

	/s/ Apostolos Zafolias	02/27/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.