SCHEDULE: OceanPal Insider Boosts Stake to 24.74% via Preferred Stock

Ioannis Zafirakis and Abra Marinvest Inc. increased their beneficial ownership in OceanPal Inc. to 24.74% through convertible preferred stock.

Summary

• Reporting Persons, Ioannis Zafirakis and Abra Marinvest Inc., filed Amendment No. 19 to their Schedule 13D.
• The amendment reports an increase in their beneficial ownership of OceanPal Inc. common stock to 24.74%.
• This increase is attributed to changes in the Issuer's outstanding common stock and adjustments to the conversion prices of Series C and Series D Preferred Stock.
• Beneficial ownership totals 2,200,590 Shares, derived from 1,214 shares of Series C Preferred Stock and 3,104 shares of Series D Preferred Stock.
• Conversion of preferred stock is subject to a restriction preventing beneficial ownership from exceeding 49% of total outstanding shares.
• As of September 3, 2025, OceanPal Inc. had 6,696,039 common shares outstanding.

Sentiment

Score: 7

Explanation: The increase in beneficial ownership by a director and executive committee member, coupled with the stated intent to increase shareholder value, suggests a moderately positive sentiment. It indicates insider confidence and potential active engagement in strategic direction, although it's primarily an ownership disclosure rather than a performance update.

Positives

• Increased insider ownership by Ioannis Zafirakis, a director and executive committee member, and Abra Marinvest Inc. to 24.74% may signal confidence in the company's future.
• The acquisition of Series D Preferred Stock was partly in consideration for the Issuer's purchase of the m/t Zeze Start for $27.0 million from an entity controlled by Zafirakis, indicating continued business dealings and investment.

Risks

• The general nature of preferred stock conversion and potential market actions by significant shareholders (acquiring or disposing of shares) could introduce market volatility.

Future Outlook

Reporting Persons may, at any time, acquire additional shares or dispose of existing shares based on investment evaluation, market conditions, and other factors. They also reserve the right to act in concert with other shareholders and recommend courses of action to management and the board to increase shareholder value.

Management Comments

• Zafirakis is a member of the Board of Directors and a member of the Executive Committee of the Issuer and may have influence over the corporate activities of the Issuer.
• The Reporting Persons acquired the Shares... solely for investment purposes.
• The Reporting Persons... may acquire additional Shares... or dispose of any or all of the Shares they then own depending upon an ongoing evaluation of their investment in the Shares, prevailing market conditions, other investment opportunities, other investment considerations and/or other factors.
• The Reporting Persons further reserve the right to act in concert with any other shareholders of the Issuer, or other persons, for a common purpose should they determine to do so, and/or to recommend courses of action to the Issuer's management, the Issuer's Board of Directors, the Issuer's shareholders and others.
• Reporting Persons are in contact with members of the Issuer's management, the other members of the Issuer's Board of Directors, other significant shareholders and others regarding alternatives that the Issuer could employ to increase shareholder value.

Industry Context

This filing reflects an internal ownership adjustment within OceanPal Inc., a shipping company. While not directly tied to broader industry trends, increased insider ownership in the dry bulk shipping sector could be interpreted as a positive signal, especially if management believes in the company's strategic direction or market recovery. The acquisition of the m/t Zeze Start indicates continued fleet expansion or modernization efforts, a common strategy in the shipping industry to optimize capacity and operational efficiency.

Comparison to Industry Standards

• NA

Related Party Transactions

• 9,442 shares of Series D Preferred Stock were issued to the Reporting Persons as partial consideration for the Issuer's purchase of the m/t Zeze Start for $27.0 million from an entity controlled by Zafirakis.

Stakeholder Impact

• Shareholders: Increased insider ownership may be viewed positively, signaling confidence. Potential for Reporting Persons to influence corporate activities and advocate for shareholder value.
• Management/Board: Ioannis Zafirakis, as a director and executive committee member, has direct influence. The Reporting Persons' stated intent to recommend courses of action could impact strategic decisions.

Next Steps

• Reporting Persons may acquire additional shares or dispose of current holdings.
• Reporting Persons may act in concert with other shareholders.
• Reporting Persons may recommend courses of action to management and the board to increase shareholder value.

Key Dates

Recommendation

The filing indicates a significant increase in beneficial ownership by a key insider, Ioannis Zafirakis, and his affiliated entity. This often signals confidence in the company's future prospects and a commitment to increasing shareholder value. However, this is primarily an ownership disclosure and does not provide new financial performance data or strategic initiatives that would warrant a 'buy' or 'strong buy' recommendation. The stated intent to potentially acquire or dispose of shares, and to influence corporate activities, suggests a dynamic situation. Investors should 'hold' to observe how this increased influence translates into tangible operational or financial improvements before making further investment decisions.

Keywords

OceanPal Inc., OP, Schedule 13D, Beneficial Ownership, Ioannis Zafirakis, Abra Marinvest Inc., Series C Preferred Stock, Series D Preferred Stock, Convertible Securities, Insider Ownership, Shipping, Dry Bulk