SCHEDULE: Safe Bulkers Insiders Boost Stake to Over 50%

A group of insiders, including Polys Hajioannou, increased their aggregate beneficial ownership in Safe Bulkers, Inc. to 50.41% of common stock.

Summary

• Reporting Persons, including Vorini Holdings Inc., Polys Hajioannou, and Nicolaos Hadjioannou, filed Amendment No. 6 to their Schedule 13D.
• The amendment reports an aggregate beneficial ownership of 51,576,425 shares of Safe Bulkers, Inc. common stock as of October 14, 2025.
• This represents approximately 50.41% of the 102,320,099 shares of common stock outstanding as of July 18, 2025.
• The filing indicates that the amendment was triggered by open market purchases made by certain Reporting Persons.
• Polys Hajioannou is deemed to have shared voting and dispositive power over 49,576,425 shares, representing 48.45% of the outstanding common stock.
• Nicolaos Hadjioannou is deemed to have shared voting and dispositive power over 21,426,015 shares, representing 20.94% of the outstanding common stock.

Sentiment

Score: 8

Explanation: The significant increase in insider ownership, pushing the aggregate stake above 50%, is a strong positive signal, indicating high confidence from key individuals in the company's future. This typically aligns management's interests more closely with long-term shareholder value.

Positives

• Increased insider ownership demonstrates strong confidence in the company's future prospects.
• The aggregate beneficial ownership by the reporting group now exceeds 50%, indicating significant control and alignment of interests with shareholders.

Future Outlook

The filing does not provide specific forward-looking statements or guidance regarding the company's future operations or financial performance, focusing solely on beneficial ownership changes.

Management Comments

• The Reporting Persons are responsible for the completeness and accuracy of the information concerning the Reporting Persons contained herein.
• As of the date hereof, none of the Reporting Persons own any shares of Common Stock other than the Subject Shares covered in this statement on Schedule 13D.

Industry Context

This filing reflects a significant increase in insider control within the dry bulk shipping sector, potentially signaling a strong internal belief in the company's valuation or strategic direction. Such a move could be interpreted by the market as a positive indicator, especially in an industry sensitive to global trade volumes and freight rates.

Comparison to Industry Standards

• An aggregate insider ownership exceeding 50% is a substantial stake, often seen in founder-led companies or those undergoing strategic shifts. For comparison, many publicly traded shipping companies, such as Star Bulk Carriers (SBLK) or Genco Shipping & Trading (GNG), typically have institutional ownership dominating, with insider stakes often below this threshold, though significant individual insider holdings are not uncommon.
• The concentration of voting and dispositive power with key individuals like Polys Hajioannou (48.45%) and Nicolaos Hadjioannou (20.94%) suggests a tightly controlled entity, which can lead to more agile decision-making compared to companies with highly dispersed ownership.

Related Party Transactions

• Polys Hajioannou's beneficial ownership includes 400,000 shares held by Stalo Hajioannou, 400,000 shares held by Eleni Hajioannou, and 394,998 shares held by Maria Hajioannou, all family members.

Stakeholder Impact

• Shareholders: Increased insider ownership may be viewed positively, signaling strong confidence and alignment of interests from key management and founding families. It could also imply greater stability in strategic direction.
• Management: The concentration of ownership reinforces the control and influence of the Hajioannou family, potentially streamlining decision-making processes.

Next Steps

• The filing does not explicitly mention future actions or milestones for the company, focusing solely on the updated beneficial ownership structure.

Key Dates

Recommendation

The substantial increase in beneficial ownership by key insiders, pushing their aggregate stake above 50%, is a strong indicator of confidence in Safe Bulkers, Inc.'s long-term prospects. This level of insider commitment often precedes periods of strategic stability and value creation, as management's interests are deeply aligned with shareholder returns. While this filing doesn't provide operational or financial results, the insider buying itself is a powerful signal that a seasoned investor would interpret as a positive catalyst, suggesting the stock may be undervalued or poised for growth.

Keywords

Safe Bulkers, SBL, Schedule 13D, Beneficial Ownership, Insider Ownership, Shipping, Dry Bulk, Polys Hajioannou, Nicolaos Hadjioannou, Shareholder Stake