SCHEDULE: OceanPal Inc. Major Shareholders Cap Common Stock Conversion at 14.99%
Schedule 13G Amendment
Simeon Palios and affiliated entities, Taracan Investments S.A. and Limon Compania Financiera S.A., have updated their beneficial ownership in OceanPal Inc., agreeing to limit preferred stock conversion to prevent exceeding 14.99% of common stock.
Summary
- Simeon Palios beneficially owns 7,311,648 shares of OceanPal Inc. common stock, representing 5.17% of the class.
- This beneficial ownership includes shares held by Taracan Investments S.A. (4,962,962 shares, 3.49%) and Limon Compania Financiera S.A. (2,348,686 shares, 1.68%), over which Mr. Palios has shared voting and dispositive power.
- On October 15, 2024, OceanPal Inc. entered into a preferred stock conversion agreement with Limon Compania and Taracan.
- Under this agreement, the holders and their affiliates will not exercise, and the company will not convert, Series D Preferred Stock if it results in their beneficial ownership exceeding 14.99% of the immediately outstanding common stock.
Sentiment
Score: 5
Explanation: The filing is a factual report of beneficial ownership and a specific agreement, carrying a neutral sentiment. It does not contain positive or negative financial results or operational updates.
Risks
- The agreement to cap preferred stock conversion at 14.99% limits the potential for increased control by the reporting persons through conversion of Series D Preferred Stock.
Future Outlook
The filing does not provide forward-looking statements or guidance beyond the terms of the preferred stock conversion agreement, which limits future beneficial ownership from Series D Preferred Stock conversion.
Industry Context
This filing pertains to a change in beneficial ownership and a specific agreement related to preferred stock conversion for OceanPal Inc., a company operating in the shipping industry. It does not provide broader industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Shareholder Agreement | OceanPal Inc. entered into a preferred stock conversion agreement with Limon Compania Financiera S.A. and Taracan Investments S.A., agreeing not to convert Series D Preferred Stock if it results in the holders and their affiliates beneficially owning in excess of 14.99% of the common stock. | 2024-10-15 | This agreement limits the potential for increased control by these specific holders through preferred stock conversion, potentially impacting future dilution and ownership structure. |
Related Party Transactions
- The preferred stock conversion agreement was entered into between OceanPal Inc. and Limon Compania Financiera S.A. and Taracan Investments S.A., both of which are beneficially owned and controlled by Simeon Palios, a significant shareholder and principal.
Stakeholder Impact
- Shareholders: The agreement to cap preferred stock conversion at 14.99% could impact future dilution and the concentration of voting power, providing clarity on the maximum potential ownership by these specific entities.
Key Dates
| Date | Description |
|---|---|
| 2024-10-15 | Date of the Preferred Stock Conversion Agreement between OceanPal Inc. and Limon Compania Financiera S.A. and Taracan Investments S.A. |
| 2025-07-31 | Date of event which requires the filing of this statement. |
| 2025-08-01 | Date of signing of the Schedule 13G Amendment No. 5. |
Keywords
OceanPal Inc., beneficial ownership, common stock, preferred stock, SEC filing, Schedule 13G, shareholder agreement, corporate governance, shipping, dry bulk
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