UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 9, 2016 (November 7, 2016)
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Eagle Bulk Shipping Inc. | ||
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(Exact name of registrant as specified in its charter) |
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Republic of the Marshall Islands |
001-33831 |
98-0453513 |
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(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS employer identification no.) |
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300 First Stamford Place, 5th Floor Stamford, CT 06902 |
(Address of principal executive offices, including zip code)
(Registrant's telephone number, including area code): (203) 276-8100
(Former Name or Former Address, if Changed Since Last Report): None
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02. |
Results of Operations and Financial Condition |
On November 9, 2016, Eagle Bulk Shipping Inc., a Republic of the Marshall Islands corporation (the “Company”) posted to its website a corporate presentation including certain financial results and other information for the quarter ended September 30, 2016. A copy of the corporate presentation is attached as Exhibit 99.1 hereto.
The information in this Item 2.02 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as expressly set forth by specific reference in such a filing. By filing this Current Report on Form 8-K and furnishing this information, the Company makes no statement or admission as to the materiality of any information in this Item 2.02 or the exhibit attached hereto.
This Current Report on Form 8-K and Exhibit 99.1 hereto contain forward-looking statements within the meaning of the federal securities laws. These forward looking statements are based on current expectations and are not guarantees of future performance. Further, the forward-looking statements are subject to the limitations listed in Exhibit 99.1 and in the other reports of Eagle Bulk Shipping Inc. filed with the Securities and Exchange Commission, including that actual events or results may differ materially from those in the forward-looking statements.
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Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e) Material Compensatory Contract
Equity Grant to Frank De Costanzo
As previously disclosed in a Current Report on Form 8-K on September 29, 2016, the Board of Directors (the “Board”) of the Company, appointed Frank De Costanzo, effective as of September 30, 2016 (the “Appointment Date”), as the (i) Chief Financial Officer and Secretary (“CFO”) of the Company, (ii) CFO of Eagle Shipping LLC, a wholly owned subsidiary of the Company, and (iii) CFO of Eagle Shipping International (USA) LLC, an indirect subsidiary of the Company that provides commercial and strategic management to the Company’s fleet, in each case for a four-year term from the Appointment Date.
On November 7, 2016, in connection with his appointment as CFO, the Company granted to Mr. De Costanzo (i) an option to purchase 280,000 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), with a per share exercise price of $4.28, which was based on the average closing price per share of Common Stock, as quoted on NASDAQ for the ten trading days immediately preceding the date of grant (the “Average Closing Price”), and (ii) 233,863 shares of restricted Common Stock with an aggregate value equal to approximately $1,000,000 based on the Average Closing Price. The stock option will have a five year term and will generally vest ratably on each of the first four anniversaries of the Appointment Date, and the restricted stock will generally become 100% vested on September 30, 2019, the third anniversary of the Appointment Date, in each case subject to Mr. De Costanzo’s continued employment with the Company on each applicable vesting date, and in each case further subject to partial vesting in the event Mr. De Costanzo’s employment is terminated by the Company without cause or by him for good reason. The stock option and restricted stock grants were approved by the Board as inducement grants pursuant to NASDAQ Listing Rule 5635(c)(4).
The foregoing descriptions are qualified in their entireties by reference to the full texts of the Option Inducement Agreement and Restricted Stock Award Agreement, which are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively.
Item 7.01. Regulation FD.
On November 9, 2016, the Company issued a press release announcing the grants of inducement awards to Mr. De Costanzo under NASDAQ Listing Rule 5635(c)(4). A copy of the press release is attached hereto as Exhibit 99.2.
The information in this Item 7.01 of this Current Report on Form 8-K, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing. By filing this Current Report on Form 8-K and furnishing this information, the Company makes no statement or admission as to the materiality of any information in this Item 7.01 or the exhibit attached hereto.
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Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit Number |
Description | |
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10.1 |
Option Award Agreement dated November 7, 2016 between Frank De Costanzo and the Company. | |
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10.2 |
Restricted Stock Award Agreement dated November 7, 2016 between Frank De Costanzo and the Company. | |
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99.1 |
Corporate presentation, dated November 9, 2016. | |
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99.2 |
Press release, issued by Eagle Bulk Shipping Inc., dated November 9, 2016. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EAGLE BULK SHIPPING INC. | ||
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(registrant) | ||
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Dated: November 9, 2016 |
By: |
/s/ Frank De Costanzo |
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Name: |
Frank De Costanzo | |
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Title: |
Chief Financial Officer | |
EXHIBIT INDEX
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Exhibit Number |
Description | |
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10.1 |
Option Award Agreement dated November 7, 2016 between Frank De Costanzo and the Company. | |
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10.2 |
Restricted Stock Award Agreement dated November 7, 2016 between Frank De Costanzo and the Company. | |
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99.1 |
Corporate presentation, dated November 9, 2016. | |
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99.2 |
Press release, issued by Eagle Bulk Shipping Inc., dated November 9, 2016. |
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Exhibit 10.1
EAGLE BULK SHIPPING INC.
OPTION AWARD AGREEMENT
This Option Award Agreement (the “Option Award Agreement”) dated as of November 7, 2016 (the “Date of Grant”), is made by and between Eagle Bulk Shipping Inc., a Republic of the Marshall Islands company (the “Company”), and Frank De Costanzo (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Eagle Bulk Shipping Inc., 2014 Equity Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
WHEREAS, the Participant has entered into an employment agreement with the Company and Eagle Shipping International (USA) LLC (“Eagle International”), dated as of September 3, 2016 (the “Employment Agreement”), pursuant to which the Participant will serve as the Chief Financial Officer of Eagle International; and
WHEREAS, as an inducement material to the Participant entering into the Employment Agreement, the Company desires to issue to the Participant, and the Participant hereby accepts, the Option (as defined below) on the terms set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the receipt of which is mutually acknowledged, the Company and the Participant agree as follows:
1. Grant of Option. The Company hereby grants to the Participant a non-qualified stock option to purchase an aggregate of 280,000 shares of Common Stock (the “Option”), subject to all of the terms and conditions of this Option Award Agreement. The Option is not granted under the Plan but will be subject to the terms of the Plan and this Option Award Agreement.
2. Vesting. Subject to Section 5, the Option shall vest and become exercisable in four substantially equal installments on each of the following vesting dates: (i) September 30, 2017, (ii) September 30, 2018, (iii) September 30, 2019 and (iv) September 30, 2020, in each case, subject to the Participant’s continued employment with the Company or any of its Affiliates on each such vesting date.
3. Exercise Price. The exercise price per share of the Option shall be equal to $4.28 (the “Exercise Price”).
4. Restrictions. Except as otherwise provided in this Option Award Agreement, the Option granted hereunder may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture as described in Section 5, until any additional requirements or restrictions contained in this Option Award Agreement or in the Plan have been otherwise satisfied, terminated or expressly waived by the Company in writing.
5. Termination of Employment.
(a) Generally. Except as provided below in this Section 5, if the Participant’s employment is terminated for any reason, then (i) exercise of the Option may be made only to the extent that the Participant was entitled to exercise the Option on the date of termination of employment; and (ii) exercise must occur within 90 days after termination of employment but in no event after the original expiration date of the Option; it being understood that the then-outstanding Option shall not be affected by a change of employment or consultancy/service relationship with the Company and its Subsidiaries so long as the Participant continues to be a director, officer or employee of, or a consultant to, the Company or any of its Subsidiaries. Except as provided below in this Section 5, any portion of the Option that has not vested as of the date the Participant’s employment is terminated for any reason shall immediately terminate.
(b) For Cause. If the Participant’s employment is terminated by the Company for Cause, all of the Participant’s Option, both vested and unvested, not theretofore exercised shall immediately terminate upon such termination of employment.
(c) Without Cause/for Good Reason. If the Participant’s employment is terminated by the Company without Cause or by the Participant for Good Reason (as defined in the Employment Agreement), the Participant’s Option shall vest as if the Participant remained employed with the Company for an additional year beyond the date of such termination. In addition, the Participant’s vested Option, including the Option that becomes vested pursuant to the preceding sentence, shall remain exercisable until the earlier of one year after the date of such termination and the original expiration date of the Option.
(d) On Account of Death or Disability. If the Participant’s employment is terminated on account of death or Disability (as defined in the Employment Agreement), the Participant’s Option shall vest as if the Participant remained employed with the Company for an additional year beyond the date of such termination. In addition, the Participant’s vested Option, including the Option that becomes vested pursuant to the preceding sentence, shall remain exercisable until the earlier of one year after the date of such termination and the original expiration date of the Option.
(e) Change in Control. For purposes of Section 1.5(c)(iii)(1) of the Plan, notwithstanding anything therein to the contrary, the Participant will have the right to exercise any vested Award until the earlier of the original expiration date of the Award or 180 days following such termination.
6. Exercise of the Option:
(a) Timing and Extent of Exercise. The Option shall be exercisable as set for in this Option Award Agreement, but no portion of the Option shall be exercisable subsequent to the fifth anniversary of the Date of Grant. The Option may be exercised from time to time as to all or part of the shares as to which such Option is then exercisable.
(b) Notice of Exercise. The Option may be exercised by the filing of a written notice with the Company or the Company’s designated exchange agent (the “Exchange Agent”), on such form and in such manner as the Administrator shall prescribe.
(c) Payment of Exercise Price. Any written notice of exercise of the Option shall be accompanied by payment for the shares being purchased. Such payment may be made, in the Participant’s discretion: (i) by certified or official bank check (or the equivalent thereof acceptable to the Company or its Exchange Agent) for the full Option Exercise Price; (ii) by deducting from any shares deliverable upon the exercise of the Option a number of shares having a Fair Market Value equal to all or part of the Option Exercise Price, in the Participant’s discretion, and a certified or official bank check (or the equivalent thereof acceptable to the Company or its Exchange Agent) for any remaining portion of the full Option Exercise Price; or (iii) by delivery of shares of Common Stock having a Fair Market Value (determined as of the exercise date) equal to all or part of the Option Exercise Price, in the Participant’s discretion, and a certified or official bank check (or the equivalent thereof acceptable to the Company or its Exchange Agent) for any remaining portion of the full option Exercise Price.
(d) Delivery of Certificates Upon Exercise. Subject to the Plan, promptly after receiving payment of the Exercise Price, the Company or its Exchange Agent shall (i) deliver to the Participant, or to such other Person as may then have the right to exercise the Option, a certificate or certificates for the shares of Common Stock for which the Option has been exercised or (ii) if the Common Stock is not certificated, enter the Participant’s name in the books and records of the Company. If the method of payment employed upon exercise of the Option so requires, and if applicable law permits, the Participant may direct the Company or its Exchange Agent, as the case may be, to deliver the stock certificate(s) to the Participant’s stockbroker.
7. No Stockholder Rights. The Participant shall not have any of the rights of a stockholder of the Company with respect to shares subject to the Option until the issuance of a stock certificate to the Participant, or such other applicable Person, for such shares.
8. Option Award Agreement Subject to Plan. Notwithstanding that the Option is not granted under the Plan, this Option Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this Option Award Agreement and the provisions of the Plan, the provisions of this Option Award Agreement shall govern.
9. No Rights to Continuation of Employment. Nothing in the Plan or this Option Award Agreement shall confer upon Participant any right to continue in the employ of the Company or any Subsidiary thereof or shall interfere with or restrict the right of the Company or its shareholders (or of a Subsidiary or its shareholders, as the case may be) to terminate Participant’s employment any time for any reason whatsoever, with or without cause.
10. Transferability. The Participant may transfer the Option to (i) the Participant’s Immediate Family Members, (ii) a trust or trusts for the exclusive benefit of such Immediate Family Members or (iii) any other parties approved by the Administrator.
11. Tax Withholding. The Company shall be entitled to withhold the amount of applicable withholding taxes in any manner provided in Section 3.4(a) of the Plan, including, at the election of the Participant, by having the Company deduct from any shares delivered upon the exercise of the Option such shares having a value equal to the amount of minimum tax required to be withheld. Such shares shall be valued at their Fair Market Value as of the date on which the amount of tax to be withheld is determined. Fractional share amounts shall be settled in cash. Such a withholding election may be made by the Participant with respect to all or any portion of the shares to be delivered pursuant to the exercise of the Option.
12. Governing Law. This Option Award Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the internal laws, and not the laws pertaining to conflicts or choices of laws, of the State of New York applicable to agreements made and to be performed wholly within the State of New York.
13. Option Award Agreement Binding on Successors. The terms of this Option Award Agreement shall be binding upon Participant and upon Participant’s heirs, executors, administrators, personal representatives, and successors in interest, and upon the Company and its successors and assignees, subject to the terms of the Plan.
14. No Assignment. Notwithstanding anything to the contrary in this Option Award Agreement, neither this Option Award Agreement nor any rights granted herein shall be assignable by Participant.
15. Necessary Acts. Participant hereby agrees to perform all acts, and to execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Option Award Agreement, including but not limited to all acts and documents related to compliance with federal and/or state securities and/or tax laws.
16. Entire Option Award Agreement. This Option Award Agreement and the Plan contain the entire agreement and understanding among the parties as to the subject matter hereof.
17. Headings. Headings are used solely for the convenience of the parties and shall not be deemed to be a limitation upon or descriptive of the contents of any such Section.
18. Counterparts. This Option Award Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument.
19. Amendment. No amendment or modification hereof shall be valid unless it shall be in writing and signed by all parties hereto.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto have executed this Option Award Agreement as of the date set forth above.
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EAGLE BULK SHIPPING INC. |
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By: |
/s/ Gary Vogel |
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Name: |
Gary Vogel |
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Title: |
CEO |
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The undersigned hereby accepts and agrees to all the terms and provisions of the foregoing Option Award Agreement.
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PARTICIPANT |
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/s/ Frank De Costanzo |
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Name: Frank De Costanzo |
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Exhibit 10.2
EAGLE BULK SHIPPING INC.
RESTRICTED STOCK AWARD AGREEMENT
This Restricted Stock Award Agreement (the “Restricted Stock Award Agreement”) dated as of November 7, 2016 (the “Date of Grant”), is made by and between Eagle Bulk Shipping Inc., a Republic of the Marshall Islands company (the “Company”), and Frank De Costanzo (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Eagle Bulk Shipping Inc., 2014 Equity Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
WHEREAS, the Participant has entered into an employment agreement with the Company and Eagle Shipping International (USA) LLC (“Eagle International”), dated as of September 3, 2016 (the “Employment Agreement”), pursuant to which the Participant will serve as the Chief Financial Officer of Eagle International; and
WHEREAS, as an inducement material to the Participant entering into the Employment Agreement, the Company desires to issue to the Participant, and the Participant hereby accepts, the Restricted Stock (as defined below) on the terms set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the receipt of which is mutually acknowledged, the Company and the Participant agree as follows:
1. Grant of Restricted Stock. The Company hereby grants to the Participant 233,863 shares of restricted Common Stock (the “Restricted Stock”), subject to all of the terms and conditions of this Restricted Stock Award Agreement. The Restricted Stock is not granted under the Plan but will be subject to the terms of the Plan and this Restricted Stock Award Agreement.
2. Vesting. Subject to Section 4, the Restricted Stock shall vest, and have the forfeiture restrictions applicable thereto lapse, as follows: 100% of the Restricted Stock will vest on September 30, 2019 (the “Vesting Date”), subject to the Participant’s continued employment with the Company or any of its Affiliates on the Vesting Date; provided, however, that in the event that the Participant’s employment with the Company is terminated by the Company without Cause or by the Participant for Good Reason (as defined in the Employment Agreement) prior to the Vesting Date, then, notwithstanding anything herein to the contrary, the Participant shall become vested in a portion of the Restricted Stock as set forth below:
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Date of Termination |
Vested Restricted Shares (%) |
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Prior to September 30, 2017 |
33.33% |
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On or after September 30, 2017 but prior to September 30, 2018 |
66.66% |
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On or after September 30, 2018 |
100% |
3. Restrictions. The Restricted Stock granted hereunder may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of or encumbered, and shall be subject to a risk of forfeiture as described in Section 2 and until any additional requirements or restrictions contained in this Restricted Stock Award Agreement have been otherwise satisfied, terminated or expressly waived by the Company in writing.
4. Termination of Employment. Except as provided above in Section 2, upon the Participant’s termination of employment for any reason, any portion of Restricted Stock which has not vested as of the date of such termination shall be forfeited.
5. Voting; Dividends. The Participant shall have the right to vote the Restricted Stock prior to vesting. Except as provided in Section 1.5(c)(iv) of the Plan, the Participant shall receive payment of dividends with respect to the Restricted Stock; provided, that dividends in respect of the portion of the Restricted Stock that has not vested on or prior to the date dividends are paid shall be accumulated, held back ad paid to the Participant if and when such portion of the Restricted Stock becomes vested.
6. Notification of Election Under Section 83(b) of the Code. If the Participant makes an election under Section 83(b) of the Code (to include in gross income in the year of transfer the amounts specified in Section 83(b) of the Code), the Participant shall notify the Administrator of such election within ten days of filing notice of the election with the U.S. Internal Revenue Service, in addition to any filing and notification required pursuant to regulations issued under Section 83(b) of the Code.
7. Restricted Stock Award Agreement Subject to Plan. Notwithstanding that the Restricted Stock is not granted under the Plan, this Restricted Stock Award Agreement is made pursuant to all of the provisions of the Plan, which is incorporated herein by this reference, and is intended, and shall be interpreted in a manner, to comply therewith. In the event of any conflict between the provisions of this Restricted Stock Award Agreement and the provisions of the Plan, the provisions of this Restricted Stock Award Agreement shall govern.
8. No Rights to Continuation of Employment. Nothing in the Plan or this Restricted Award Agreement shall confer upon Participant any right to continue in the employ of the Company or any Subsidiary thereof or shall interfere with or restrict the right of the Company or its shareholders (or of a Subsidiary or its shareholders, as the case may be) to terminate Participant’s employment at any time for any reason whatsoever, with or without Cause.
9. Tax Withholding. The Company shall be entitled to withhold the amount of applicable withholding taxes in any manner provided in Section 3.4(a) of the Plan, including, at the election of the Participant, by having the Company deduct from any shares delivered upon vesting of the Restricted Stock Award such shares having a value equal to the amount of minimum tax required to be withheld. Such shares shall be valued at their Fair Market Value as of the date on which the amount of tax to be withheld is determined. Fractional share amounts shall be settled in cash. Such a withholding election may be made by the Participant with respect to all or any portion of the shares to be delivered pursuant to the Restricted Stock Award.
10. Governing Law. This Restricted Stock Award Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the internal laws, and not the laws pertaining to conflicts or choices of laws, of the State of New York applicable to agreements made and to be performed wholly within the State of New York.
11. Restricted Stock Award Agreement Binding on Successors. The terms of this Restricted Stock Award Agreement shall be binding upon Participant and upon Participant’s heirs, executors, administrators, personal representatives, transferees, assignees and successors in interest, and upon the Company and its successors and assignees, subject to the terms of the Plan.
12. No Assignment. Notwithstanding anything to the contrary in this Restricted Stock Award Agreement, neither this Restricted Stock Award Agreement nor any rights granted herein shall be assignable by Participant.
13. Necessary Acts. Participant hereby agrees to perform all acts, and to execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Restricted Stock Award Agreement, including but not limited to all acts and documents related to compliance with federal and/or state securities and/or tax laws.
14. Entire Restricted Stock Award Agreement. This Restricted Stock Award Agreement and the Plan contain the entire agreement and understanding among the parties as to the subject matter hereof.
15. Headings. Headings are used solely for the convenience of the parties and shall not be deemed to be a limitation upon or descriptive of the contents of any such Section.
16. Counterparts. This Restricted Stock Award Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument.
17. Amendment. No amendment or modification hereof shall be valid unless it shall be in writing and signed by all parties hereto.
[signature page follows]
IN WITNESS WHEREOF, the parties hereto have executed this Restricted Stock Award Agreement as of the date set forth above.
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EAGLE BULK SHIPPING INC. |
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By: |
/s/ Gary Vogel |
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Name: |
Gary Vogel |
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Title: |
CEO |
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The undersigned hereby accepts and agrees to all the terms and provisions of the foregoing Restricted Stock Award Agreement.
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PARTICIPANT |
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/s/ Frank De Costanzo |
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Name: Frank De Costanzo |
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Exhibit 99.1
Exhibit 99.2
EAGLE BULK SHIPPING INC. REPORTS INDUCEMENT GRANTS
UNDER NASDAQ LISTING RULE 5635(c)(4)
STAMFORD, CONN. – November 9, 2016 – EAGLE BULK SHIPPING INC. (NASDAQ: EGLE) (the “Company” or “Eagle Bulk”) today announced stock option and restricted stock grants to Frank De Costanzo, the recently appointed Chief Financial Officer and Secretary of the Company, as an inducement material to Mr. De Costanzo entering into employment with the Company in accordance with NASDAQ Listing Rule 5635(c)(4). The awards were granted on November 7, 2016. The Company granted Mr. De Costanzo a stock option to purchase 280,000 shares of the Company’s common stock with a per share exercise price of $4.28, which was based on the average closing price per share of the Company’s common stock quoted on NASDAQ for the ten trading days immediately preceding the date of grant (the “Average Closing Price”). The Company also granted Mr. De Costanzo 233,863 shares of restricted common stock of the Company with an aggregate value equal to approximately $1,000,000 based on the Average Closing Price. The stock option will have a five year term and will generally vest ratably on each of the first four anniversaries of September 30, 2016, the date Mr. De Costanzo was appointed Chief Financial Officer and Secretary of the Company (the “Appointment Date”), and the restricted stock will generally become 100% vested on September 30, 2019, the third anniversary of the Appointment Date, in each case subject to Mr. De Costanzo’s continued employment with the Company on each applicable vesting date, and in each case further subject to partial vesting in the event Mr. De Costanzo’s employment is terminated by the Company without cause or by him for good reason.
About Eagle Bulk Shipping
Eagle Bulk Shipping Inc. is a Marshall Islands corporation headquartered in Stamford, Connecticut. We own one of the largest fleets of Supramax dry bulk vessels in the world. Supramax dry bulk are vessels which are constructed with on-board cranes, ranging in size from approximately 50,000 to 65,000 dwt and are considered a sub-category of the Handymax segment, typically defined as 40,000-65,000 dwt. We transport a broad range of major and minor bulk cargoes, including but not limited to coal, grain, ore, pet coke, cement and fertilizer, along worldwide shipping routes.
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect management's current expectations and observations with respect to future events and financial performance. Where the Company expresses an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, the Company's forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements. The Company's actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including changes in the Company’s financial resources and operational capabilities and as a result of certain other factors listed from time to time in the Company's filings with the U.S. Securities and Exchange Commission. The Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Media and Investor Contact
Jonathan Morgan or Alex Hinson
Perry Street Communications
214-965-9955
eagle@perryst.com
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