United States

Securities and Exchange Commission

Washington, D.C. 20549

                                                                   

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

 

                      July 20, 2016 (July 17, 2016)                     

Date of Report (Date of earliest event reported)

  

Overseas Shipholding Group, Inc.

(Exact Name of Registrant as Specified in Charter)

 

            1-6479-1            

Commission File Number

  

Delaware   13-2637623
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification Number)

  

600 Third Avenue, 39th Floor

           New York, New York  10016           

 

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's telephone number, including area code (212) 953-4100

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

 

 

 

Section 5 – Corporate Governance and Management

 

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On July 17, 2016, Overseas Shipholding Group, Inc. (“OSG”) appointed Samuel H. Norton, a member of the OSG board of directors (the “Board”), as Senior Vice President of OSG and President and Chief Executive Officer of the U.S. Flag Strategic Business Unit. Mr. Norton is replacing Henry Flinter, who is stepping down from his role and retiring from OSG, effective July 29, 2016. Mr. Norton will remain on the Board.

 

In connection with Mr. Flinter’s departure from OSG, he is entitled to severance payments under his employment agreement with OSG, subject to his signing a waiver and a release of claims, and his complying with his non-solicit, non-compete, non-disclosure and non-disparagement obligations.

 

OSG issued a press release announcing these changes, a copy of which is attached hereto as Exhibit 99.1.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No. Description
   
99.1 Press Release dated July 20, 2016.

 

 

 

 

  

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  OVERSEAS SHIPHOLDING GROUP, INC.   
  (Registrant)
   
Date: July 20, 2016 By /s/ James D. Small III
   

Name:         James D. Small III

Title:           Senior Vice President, Secretary & General Counsel

 



 

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit No. Description
99.1 Press Release dated July 20, 2016