Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment No. 3)*
|
DIANA SHIPPING INC. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
Y2066G104 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
|
 Rule 13d-1(c)
|
| Rule 13d-1(d)
|
SCHEDULE 13G
|
| CUSIP No. | Y2066G104 |
| 1 | Names of Reporting Persons
Sea Trade Holdings Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MARSHALL ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,682,781.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Item 11: Based upon 125,186,532 outstanding shares of Common Stock as of November 29, 2024, as reported by the Issuer it its Offer to Purchase filed with the Securities and Exchange Commission (the "SEC") as Exhibit (a)(1)(A) to the Issuer's Schedule TO dated December 2, 2024 (the "Schedule TO"), less 11,442,645 shares tendered in the tender offer to which the Schedule TO relates as reported by the Issuer in its Press Release filed with the SEC as Exhibit (a)(1)(G) to Amendment No. 1 to the Schedule TO dated January 7, 2025 ("Amendment No. 1").
SCHEDULE 13G
|
| CUSIP No. | Y2066G104 |
| 1 | Names of Reporting Persons
Transatlantic Shipholdings Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MARSHALL ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,682,781.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Item 11: Based upon 125,186,532 outstanding shares of Common Stock as of November 29, 2024, as reported by the Issuer it its Offer to Purchase filed with the SEC as Exhibit (a)(1)(A) to the Schedule TO, less 11,442,645 shares tendered in the tender offer to which the Schedule TO relates as reported by the Issuer in its Press Release filed with the SEC as Exhibit (a)(1)(G) to Amendment No. 1 to the Schedule TO.
SCHEDULE 13G
|
| CUSIP No. | Y2066G104 |
| 1 | Names of Reporting Persons
Atlanta International Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MARSHALL ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
14,682,781.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
12.9 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Note to Item 11: Based upon 125,186,532 outstanding shares of Common Stock as of November 29, 2024, as reported by the Issuer it its Offer to Purchase filed with the SEC as Exhibit (a)(1)(A) to the Schedule TO, less 11,442,645 shares tendered in the tender offer to which the Schedule TO relates as reported by the Issuer in its Press Release filed with the SEC as Exhibit (a)(1)(G) to Amendment No. 1 to the Schedule TO.
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
DIANA SHIPPING INC. | |
| (b) | Address of issuer's principal executive offices:
Pendelis, 16, 175 64 Palaio Faliro, Athens, GREECE, 00000. | |
| Item 2. | ||
| (a) | Name of person filing:
Sea Trade Holdings Inc.Transatlantic Shipholdings Inc.Atlanta International Inc. | |
| (b) | Address or principal business office or, if none, residence:
Sea Trade Holdings Inc.201 Broad Street, Suite 410Stamford, CT 06901Transatlantic Shipholdings Inc.201 Broad Street, Suite 410Stamford, CT 06901Atlanta International Inc.Lophitis Business Centre I (7th Floor)Corner 28th October & Emiliou Chourmouziou Street,3035 Limassol, Cyprus | |
| (c) | Citizenship:
Sea Trade Holdings Inc. - Republic of the Marshall IslandsTransatlantic Shipholdings Inc. - Republic of the Marshall IslandsAtlanta International Inc. - Republic of the Marshall Islands | |
| (d) | Title of class of securities:
Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.:
Y2066G104 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
| |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
| |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
| |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
| |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
| |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
| |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
| |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
| |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
| |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
Please refer to Item 9 of the cover pages hereto. Transatlantic Shipholdings Inc. ("Translantic") and Atlanta International Inc. ("Atlanta"), each a reporting person, together own all of the outstanding voting capital stock of Sea Trade Holdings Inc. Each of Transatlantic and Atlanta expressly disclaims beneficial ownership of any shares of the Issuer's securities reported in this Schedule 13G, except to the extent of its pecuniary interest therein. | |
| (b) | Percent of class:
Please refer to Item 11 of the cover pages attached hereto and the accompanying notes thereto. %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
Please refer to Item 5 of the cover pages hereto. | ||
| (ii) Shared power to vote or to direct the vote:
Please refer to Item 6 of the cover pages hereto. | ||
| (iii) Sole power to dispose or to direct the disposition of:
Please refer to Item 7 of the cover pages hereto. | ||
| (iv) Shared power to dispose or to direct the disposition of:
Please refer to Item 8 of the cover pages hereto. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
|
|
|
|
|
|
Exhibit Information
|
Exhibit 1: Joint Filing Agreement, dated January 29, 2025, by and among Sea Trade Holdings, Inc., Transatlantic Shipholdings Inc. and Atlanta International Inc. |