FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Gener8 Maritime, Inc. [ GNRT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/09/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (1) | 09/09/2016 | A | 9,584 | (2) | (2) | Common Stock | 9,584 | $0 | 9,584 | I | See footnotes(3)(4)(5)(6) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Each restricted stock unit represents a contingent right to receive one share of GNRT common stock, or in the sole discretion of GNRT's Compensation Committee, the cash value of a share of GNRT common stock on the date that the restricted stock unit vests. Represents restricted stock units issued to Adam Pierce, a Managing Director of Oaktree Capital Management, L.P. ("OCM LP") and a director of GNRT. Mr. Pierce holds these restricted stock units for the benefit of OCM FIE, LLC ("FIE"). Pursuant to the policies of the Reporting Persons, Mr. Pierce must hold the shares on behalf of and for the benefit of FIE and is assigning all economic, pecuniary and voting rights to FIE. The Reporting Persons disclaim beneficial ownership of these securities, and the filing of this Form 4 shall not be construed as an admission that such persons are beneficial owners of such securities covered by this Form 4, except to the extent of any indirect pecuniary interest therein. |
2. The restricted stock units vest on the earliest of (i) the date of the first annual meeting of shareholders of GNRT following the transaction date, (ii) the first anniversary of the transaction date, (iii) a change of control of GNRT and (iv) the death or disability of the reporting person. |
3. This Form 4 is being filed by (i) Oaktree Capital Management, L.P. ("OCM LP"), in its capacity as the managing member of FIE, (ii) Oaktree Holdings, Inc, ("Holdings") in its capacity as the general partner of OCM LP, (iii) Oaktree Capital Group, LLC ("OCG"), in its capacity as the sole shareholder of Holdings, and (iv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP," and together with OCM LP, Holdings, and OCG, each a "Reporting Person" and collectively, the "Reporting Persons"), in its capacity as the manager of OCG. |
4. Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Concurrently with the filing of this Form 4, Mr. Pierce is filing a Form 4 with respect to the restricted stock units reported herein, and FIE is filing a Form 3 with respect to the restricted stock units reported herein. |
5. OCGH GP is a limited liability company managed by an executive committee, the members of which are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank, David M. Kirchheimer, Sheldon M. Stone and Stephen A. Kaplan (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed indirect beneficial owners of the securities reported herein. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4. |
6. As a result of Mr. Pierce's position as Managing Director of OCM LP and director of GNRT, the Reporting Persons may be deemed directors by deputization. |
OAKTREE CAPITAL MANAGEMENT, L.P. By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President | 09/13/2016 | |
OAKTREE HOLDINGS, INC. By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President | 09/13/2016 | |
OAKTREE CAPITAL GROUP, LLC By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President | 09/13/2016 | |
OAKTREE CAPITAL GROUP HOLDINGS GP, LLC By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President | 09/13/2016 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |