SCHEDULE: OceanPal Insider Ownership Shifts: Zafirakis and Abra Marinvest Report Decreased Stake to 25.82%

Ioannis Zafirakis and Abra Marinvest Inc. have filed Amendment No. 15 to their Schedule 13D, reporting a decrease in their beneficial ownership of OceanPal Inc. common stock to 25.82% due to changes in preferred stock conversion prices.

Summary

• Reporting Persons, Ioannis Zafirakis and Abra Marinvest Inc., filed Amendment No. 15 to their Schedule 13D for OceanPal Inc. on July 11, 2025.
• The amendment reports a decrease in their beneficial ownership percentage of OceanPal Inc. common stock, primarily due to a change in the conversion price of Series C Preferred Stock and Series D Preferred Stock.
• As of July 10, 2025, OceanPal Inc. had 7,611,212 Shares outstanding.
• The Reporting Persons beneficially own 2,649,079 Shares, representing 25.82% of the Issuer's total issued and outstanding Shares.
• This beneficial ownership is indirect, through Abra Marinvest Inc.'s holdings of 3,104 shares of Series D Preferred Stock (convertible into 1,904,294 Shares, representing 18.56%) and 1,214 shares of Series C Preferred Stock (convertible into 744,785 Shares, representing 7.26%).
• The Reporting Persons have shared voting and dispositive power over 2,649,079 Shares.
• The Series C Preferred Stock was acquired through the Issuer's 2021 Equity Incentive Plan.
• The Series D Preferred Stock was acquired through distributions from Diana Shipping Inc. and as partial consideration for OceanPal Inc.'s purchase of the m/t Zeze Start for $27.0 million from an entity controlled by Zafirakis.
• On October 15, 2024, the Reporting Persons sold an aggregate of 7,033 shares of Series D Preferred Stock to various holders.

Sentiment

Score: 6

Explanation: The document is neutral in tone, primarily reporting a factual change in beneficial ownership percentage due to preferred stock conversion price adjustments. While the percentage decreased, it's a technical adjustment rather than a negative operational event. The continued engagement of a board member with management to increase shareholder value is a positive, but the core purpose is a regulatory update.

Positives

• Ioannis Zafirakis, a Reporting Person, is a member of OceanPal Inc.'s Board of Directors and Executive Committee, indicating direct influence over corporate activities and strategic direction.
• Reporting Persons are actively engaged with management, the Board, and other significant shareholders to explore alternatives to increase shareholder value.

Negatives

• The beneficial ownership percentage of the Reporting Persons has decreased from previous filings due to changes in the conversion price of Series C and Series D Preferred Stock.

Risks

• Conversion of Series C and Series D Preferred Stock is subject to ownership restrictions, preventing conversion if it would result in beneficial ownership exceeding 49% of the total issued and outstanding Shares.

Future Outlook

Reporting Persons intend to continue evaluating their investment in OceanPal Inc. and may acquire additional shares or dispose of existing holdings based on market conditions and other investment considerations. They also reserve the right to act in concert with other shareholders and recommend actions 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, at any time and from time to time, 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.
• In addition, the 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 a change in a significant insider's ownership stake in OceanPal Inc., a company involved in the shipping industry (implied by vessel names). Such changes in beneficial ownership, particularly by influential board members, are closely watched by the market as they can signal shifts in long-term investment strategy or confidence within the sector, which is subject to global trade volumes and freight rates.

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: The decrease in beneficial ownership percentage by a significant insider could be interpreted differently by investors; however, the stated reason (conversion price change) suggests a technical adjustment rather than a loss of confidence. The Reporting Persons' stated intent to work towards increasing shareholder value is a positive for all shareholders.

Next Steps

• Reporting Persons may acquire additional Shares or dispose of existing holdings.
• Reporting Persons may act in concert with other shareholders for common purposes.
• Reporting Persons may recommend courses of action to the Issuer's management, Board of Directors, and shareholders.
• Reporting Persons will continue discussions with management and other stakeholders regarding alternatives to increase shareholder value.

Key Dates

Recommendation

Keywords

OceanPal Inc., Schedule 13D, Beneficial Ownership, Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Ioannis Zafirakis, Abra Marinvest Inc., SEC Filing, Corporate Governance, Investment, Shareholder Value, Dry Bulk Shipping