SCHEDULE: Imperial Petroleum Amends C3is Inc. Ownership to 68.8%

Imperial Petroleum Inc. has updated its beneficial ownership in C3is Inc. to 68.8% following a conversion price adjustment and a registered stock offering.

Summary

• Imperial Petroleum Inc. now beneficially owns 6,000,000 shares of C3is Inc. Common Stock.
• This represents 68.8% of the outstanding Common Stock of C3is Inc.
• The change in ownership percentage is due to an adjustment in the conversion price of C3is Inc.'s 5.0% Series A Cumulative Convertible Perpetual Preferred Stock to $2.50.
• The conversion price adjustment was triggered by C3is Inc.'s sale of Common Stock in a registered offering pursuant to a prospectus supplement filed with the SEC on October 9, 2025.
• The percentage ownership also reflects dilution from the issuance of shares in the registered offering and upon exercise of outstanding warrants.
• Harry N. Vafias, the Chairman, Chief Executive Officer and President of Imperial Petroleum, also serves as Non-Executive Chairman of C3is Inc. and beneficially owns 100,577 shares.
• John Kostoyannis and George Xiradakis, directors of Imperial Petroleum, are also directors of C3is Inc.

Sentiment

Score: 6

Explanation: The filing is primarily a factual update on beneficial ownership. While there is a mention of dilution in percentage ownership for the reporting person, this is a consequence of the issuer's capital raise, which is a known event. Imperial Petroleum maintains a significant majority stake, indicating continued strategic interest and control. The adjustment of the conversion price is a contractual event.

Positives

• Imperial Petroleum Inc. maintains a significant majority stake (68.8%) in C3is Inc., indicating strong control and strategic influence.
• The adjustment of the Series A Convertible Preferred Stock conversion price to $2.50 provides clarity on the terms of the preferred stock.

Negatives

• Imperial Petroleum Inc.'s percentage ownership in C3is Inc. has been diluted due to the issuer's registered offering and warrant exercises.

Risks

• Dilution in percentage ownership for Imperial Petroleum Inc. due to the issuer's registered offering and warrant exercises.
• The potential for Imperial Petroleum Inc. to acquire additional securities or sell all or a portion of its holdings, which could impact the Issuer's stock price and market perception.

Future Outlook

Imperial Petroleum Inc. intends to continuously review its investment in C3is Inc. and may acquire additional securities, or retain or sell existing holdings, based on various factors including C3is Inc.'s business, financial condition, market conditions, and strategic alternatives. Discussions with C3is Inc. management and other shareholders may include exploring extraordinary corporate transactions.

Management Comments

• Imperial Petroleum Inc. intends to review its investment in the Issuer on a continuing basis.
• Any actions the Reporting Person might undertake with respect to its investment in the Issuer may be made at any time and from time to time and will be dependent upon the Reporting Person's review of numerous factors.
• The Reporting Person specifically reserves the right to change its intentions, or to formulate plans and proposals, with respect to any or all of the matters described in this paragraph, subject to applicable law and regulations.

Industry Context

NA

Stakeholder Impact

• Shareholders of C3is Inc. experience dilution from the registered offering and warrant exercises. Imperial Petroleum's significant ownership (68.8%) means it has substantial control over strategic decisions.
• Management of C3is Inc. (Harry N. Vafias, John Kostoyannis, and George Xiradakis) hold dual roles, potentially leading to alignment or conflicts of interest between C3is Inc. and Imperial Petroleum Inc.

Next Steps

• Imperial Petroleum Inc. will continue to review its investment in C3is Inc.
• Imperial Petroleum Inc. may acquire additional shares or sell existing holdings in C3is Inc.
• Imperial Petroleum Inc. may engage in discussions with C3is Inc. management and other shareholders regarding the issuer's business, operations, and potential extraordinary corporate transactions.

Key Dates

Recommendation

This filing is a factual update on beneficial ownership, reflecting a contractual adjustment and a capital raise by the issuer. It confirms Imperial Petroleum's continued majority stake, which provides stability in terms of strategic direction but also implies potential for control issues. Without further operational or financial performance data, a 'hold' recommendation is appropriate as the filing itself does not present new information that would fundamentally alter the investment thesis, but rather updates the ownership structure.

Keywords

C3is Inc., Imperial Petroleum Inc., Schedule 13D, beneficial ownership, common stock, preferred stock, conversion price, registered offering, dilution, Harry N. Vafias