Post-effective Amendment to an S-8 Filing (s-8 Pos)
June 23 2017 - 5:29PM
Edgar (US Regulatory)
As
filed with the Securities and Exchange Commission on June 23, 2017
Registration
No. 333-95029
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM
S-8
REGISTRATION
STATEMENT
UNDER
THE SECURITIES ACT OF 1933
OVERSEAS
SHIPHOLDING GROUP, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
|
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13-2637623
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(State
or Other Jurisdiction of
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|
(I.R.S.
Employer
|
Incorporation
or Organization)
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|
Identification
Number)
|
302
Knights Run Avenue
Tampa,
Florida 33602
(813)
209-0600
(Address
of Principal Executive Offices) (Zip Code)
OSG
SHIP MANAGEMENT, INC. sAVINGS PLAN
(Full
Title of the Plan)
Susan
Allan
Vice
President, General Counsel and Corporate Secretary
Overseas
Shipholding Group, Inc.
302
Knights Run Avenue
Tampa,
Florida 33602
Telephone:
(813) 209-0600
(Name,
Address, and Telephone Number, Including Area Code, of Agent for Service)
copies
to:
Christopher
M. Bartoli
Baker
& McKenzie LLP
300
East Randolph Street, Suite 5000
Chicago,
Illinois 60601
(312)
861-8000
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 the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer [ ]
|
Accelerated
filer [X]
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Non-accelerated
filer [ ] (Do not check if a smaller reporting company)
|
Smaller
reporting company [ ]
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|
Emerging
growth company [ ]
|
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 provided pursuant to Section 7(a)(2)(B) of the Securities Act.
[ ]
EXPLANATORY
NOTE
On
January 20, 2000, Overseas Shipholding Group, Inc. (the “Registrant”) filed a Registration Statement on Form S-8 (Registration
No. 333-95029) (the “Registration Statement”) to register 150,000 shares of its common stock (the “Common Stock”),
and an indeterminate number of interests, issuable under the OSG Ship Management, Inc. Savings Plan (the “Plan”).
In November 2016, Common Stock was eliminated from the investment alternatives under the Plan. As a result, this Post-Effective
Amendment No. 1 to Registration Statement is being filed to deregister and remove all of the previously registered shares of Common
Stock, along with the associated interests, that remain unissued and unsold under the Registration Statement as of the date hereof.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing this Post-Effective Amendment No. 1 to Registration Statement and has duly caused this
Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tampa,
State of Florida, on June 21, 2017.
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OVERSEAS
SHIPHOLDING GROUP, INC.
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By:
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/s/
Samuel H. Norton
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Name:
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Samuel
H. Norton
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Title:
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Chief
Executive Officer
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Pursuant
to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement has been signed
below by the following persons in the capacities and on the date indicated.
Signature
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Title
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Date
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/s/
Samuel H. Norton
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President,
Chief Executive Officer and Director
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Samuel
H. Norton
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(Principal
Executive Officer and Director)
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June
21, 2017
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/s/
Christopher Wolf
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Senior
Vice President and Chief Financial Officer
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Christopher
Wolf
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(Principal
Financial Officer and Principal Accounting Officer)
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June
21, 2017
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/s/
Douglas D. Wheat
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Douglas
D. Wheat
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Director
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June
21, 2017
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/s/
Timothy J. Bernlohr
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Timothy
J. Bernlohr
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Director
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June
21, 2017
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/s/
Joseph I. Kronsberg
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Joseph
I. Kronsberg
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Director
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June
21, 2017
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/s/
Anja L. Manuel
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Anja
L. Manuel
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Director
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June
21, 2017
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/s/
Ronald Steger
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Ronald
Steger
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Director
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June
21, 2017
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/s/
Gary Eugene Taylor
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Gary
Eugene Taylor
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Director
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June
21, 2017
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/s/
Ty E. Wallach
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Ty
E. Wallach
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Director
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June
21, 2017
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Pursuant
to the requirements of the Securities Act of 1933, the trustees (or other persons who administer the Plan) have duly caused this
Post-Effective Amendment No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized,
in the City of Tampa, State of Florida, on June 22, 2017.
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OSG
SHIP MANAGEMENT, INC. SAVINGS PLAN
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By:
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/s/
Deanna Marshall
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Name:
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Deanna
Marshall
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Title:
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Member
of Savings Plan Committee
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