ARTICLES OF AMENDMENT

TO THE

AMENDED AND RESTATED ARTICLES OF INCORPORATION

PERFORMANCE SHIPPING INC.

PURSUANT TO SECTION 90 OF

THE MARSHALL ISLANDS BUSINESS CORPORATIONS ACT

The undersigned, Andreas Michalopoulos, as the Chief Executive Officer of Performance Shipping Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Corporation”), for the purpose of amending the Amended and Restated Articles of Incorporation of said Corporation pursuant to Section 90 of the Business Corporations Act, as amended, hereby certifies that:

The name of the Corporation is: Performance Shipping Inc.

The Articles of Incorporation were filed with the Registrar of Corporations on the 7^th day of January, 2010.

The Articles of Incorporation were amended and restated in their entirety and filed with the Registrar of Corporations on the 19^th day of February, 2010; were further amended and restated in their entirety and filed with the Registrar of Corporations on the 5^th day of March, 2010; and were further amended and restated in their entirety and filed with the Registrar of Corporations on the 5^th day of April, 2010 (the “Amended and Restated Articles of Incorporation”).

The Statement of Designations of rights, preferences and privileges of the Corporation’s Series A Participating Preferred Stock was filed with the Registrar of Corporations on the 2^nd day of August, 2010.

Articles of Amendment were filed with the Registrar of Corporations on the 8^th day of June, 2016.

The Statement of Designations of rights, preferences and privileges of the Corporation’s Series B-1 Convertible Preferred Stock was filed with the Registrar of Corporations on the 21^st day of March, 2017.

The Statement of Designations of rights, preferences and privileges of the Corporation’s Series B-2 Convertible Preferred Stock was filed with the Registrar of Corporations on the 21^st day of March, 2017.

The Statement of Designations of rights, preferences and privileges of the Corporation’s Series C Preferred Stock was filed with the Registrar of Corporations on the 30^th day of May, 2017.

Articles of Amendment were filed with the Registrar of Corporations on the 3^rd day of July, 2017.

10.

Articles of Amendment were filed with the Registrar of Corporations on the 26^th day of July, 2017.

11.

Articles of Amendment were filed with the Registrar of Corporations on the 23^rd day of August, 2017.

12.

Articles of Amendment were filed with the Registrar of Corporations on the 22^nd day of September, 2017.

13.

Articles of Amendment were filed with the Registrar of Corporations on the 1^st day of November, 2017.

14.

Articles of Amendment were filed with the Registrar of Corporations on the 25^th day of February, 2019.

15.

Section D of the Amended and Restated Articles of Incorporation is hereby amended by adding the following paragraph to the end of such Section:

“Effective with the commencement of business on November 2, 2020, the Corporation has effected a one-for-ten reverse stock split as to its issued common stock, pursuant to which the number of issued shares of common stock shall decrease from 50,155,299 to 5,015,527, as adjusted for the cancellation of fractional shares, and which may be further adjusted for the cancellation of fractional shares. The reverse stock split shall not change the number of registered shares of common stock the Corporation is authorized to issue or the par value of the common stock. The stated capital of the Corporation is hereby reduced from $501,552.99 to $50,155.27, as adjusted for the cancellation of fractional shares, and which may be further adjusted for the cancellation of fractional shares, and the amount of $451,397.72, as adjusted for the cancellation of fractional shares, and which may be further adjusted for the cancellation of fractional shares, is allocated to surplus.”

16.

All of the other provisions of the Amended and Restated Articles of Incorporation shall remain unchanged.

17.

This amendment to the Amended and Restated Articles of Incorporation was approved by the affirmative vote of a majority of all outstanding shares of the Corporation with a right to vote thereon at the Special Meeting of Shareholders of the Corporation held on October 29, 2020, and by the Corporation’s Board of Directors on September 29, 2020 and October 29, 2020.

IN WITNESS WHEREOF, the undersigned has executed this Amendment to the Amended and Restated Articles of Incorporation on this 30^th day of October, 2020.

	/s/ Andreas Michalopoulos
	Name: Andreas Michalopoulos
	Title: Chief Executive Officer