GENCO SHIPPING & TRADING LTD

ITEM 1. FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024

(U.S. Dollars in thousands, except for share and per share data)

Condensed Consolidated Statements of Operations

(U.S. Dollars in Thousands, Except for Earnings Per Share and Share Data)

Condensed Consolidated Statements of Comprehensive (Loss) Income

Condensed Consolidated Statements of Equity

Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024

(U.S. Dollars in Thousands, Except Per Share and Share Data)

Notes to Condensed Consolidated Financial Statements (unaudited)

1 – GENERAL INFORMATION

The accompanying Condensed Consolidated Financial Statements include the accounts of Genco Shipping & Trading Limited (“GS&T”) and its direct and indirect subsidiaries (collectively, the “Company”). The Company is engaged in the ocean transportation of drybulk cargoes worldwide through the ownership and operation of drybulk carrier vessels and operates intwo reportable segments. Refer to Note 3— Segment Reporting.

As of September 30, 2025, the Company’s fleet consisted of 42 drybulk vessels, including 16 Capesize drybulk vessels,15 Ultramax drybulk vessels and 11 Supramax drybulk vessels, with an aggregate carrying capacity of approximately 4,446,000 deadweight tons (“dwt”) and an average age of approximately 12.8 years.

During September 2021, the Company and Synergy Marine Pte. Ltd. (“Synergy”), a third party, formed a joint venture, GS Shipmanagement Pte. Ltd. (“GSSM”). GSSM is owned 50% by the Company and 50% by Synergy as of September 30, 2025 and December 31, 2024, and was formed to provide ship management services to the Company’s vessels. As of September 30, 2025 and December 31, 2024, the cumulative investments GSSM received from the Company and Synergy totaled$50 and $50, respectively, which were used for expenditures directly related to the operations of GSSM.

Management has determined that GSSM qualifies as a variable interest entity, and, when aggregating the variable interest held by the Company and Synergy, the Company is the primary beneficiary as the Company has the ability to direct the activities that most significantly impact GSSM’s economic performance. Accordingly, the Company consolidates GSSM.

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and the rules and regulations of the SEC that apply to interim financial statements, including the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the disclosures and footnotes normally included in complete consolidated financial statements prepared in conformity with U.S. GAAP. They should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 21, 2025 (the “2024 10-K”). The accompanying Condensed Consolidated Financial Statements include the accounts of GS&T and its direct and indirect wholly-owned subsidiaries and GSSM. All intercompany accounts and transactions have been eliminated in consolidation.

In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and operating results have been included in the statements. The results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the operating results to be expected for the year ending December 31, 2025.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include vessel valuations, impairment of vessels, the valuation of amounts due from charterers, performance claims, residual value of vessels, useful life of vessels, the fair value of time charters acquired, performance-based restricted stock units and the fair value of derivative instruments, if any. Actual results could differ from those estimates.

Cash, cash equivalents and restricted cash

The Company considers highly liquid investments, such as money market funds and certificates of deposit with an original maturity of three months or less at the time of purchase to be cash equivalents. Current restricted cash includes cash that was restricted pursuant to the Company’s lease agreement. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets that sum to the total of the same amounts shown in the Condensed Consolidated Statements of Cash Flows:

Bunker swap and forward fuel purchase agreements

From time to time, the Company may enter into fuel hedge agreements with the objective of reducing the risk of the effect of changing fuel prices. The Company has entered into bunker swap agreements and forward fuel purchase agreements. The Company’s bunker swap agreements and forward fuel purchase agreements do not qualify for hedge accounting treatment; therefore, any unrealized or realized gains and losses are recorded in the Condensed Consolidated Statements of Operations. Derivatives are Level 2 instruments in the fair value hierarchy.

During the three months ended September 30, 2025 and 2024, the Company recorded $0 and ($15) of realized losses in other expense, respectively. During the three months ended September 30, 2025 and 2024, the Company recorded ($9) and ($123) of unrealized losses in other expense, respectively.

During the nine months ended September 30, 2025 and 2024, the Company recorded $12 and $95 of realized gains in other expense, respectively. During the nine months ended September 30, 2025 and 2024, the Company recorded ($3) and ($84) of unrealized losses in other expense, respectively.

The total fair value of the bunker swap agreements and forward fuel purchase agreements in an asset position as of September 30, 2025 and December 31, 2024 is $2 and $0, respectively, and are recorded in prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets. The total fair value of the bunker swap agreements and forward fuel purchase agreements in a liability position as of September 30, 2025 and December 31, 2024 is $11 and $6, respectively, and are recorded in accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets.

Voyage expense recognition

In time charters and spot market-related time charters, operating costs including crews, maintenance and insurance are typically paid by the owner of the vessel and specified voyage costs such as fuel and port charges are paid by the charterer. These expenses are borne by the Company during spot market voyage charters. As such, there are significantly higher voyage expenses for spot market voyage charters as compared to time charters and spot market-related time charters. There are certain other non-specified voyage expenses, such as commissions, which are typically borne by the Company. At the inception of a time charter, the Company records the difference between the cost of bunker fuel delivered by the terminating charterer and the bunker fuel sold to the new charterer as a gain or loss within voyage expenses. Additionally, the Company records lower of cost and net realizable value adjustments to re-value the bunker fuel on a quarterly basis for certain time charter agreements where the inventory is subject to gains and losses. These differences in bunkers, including any lower of cost and net realizable value adjustments, resulted in a net loss of$61 and $76 during the three months ended September 30, 2025 and 2024, respectively, and $452 and $195 during the

nine months ended September 30, 2025 and 2024, respectively. Additionally, voyage expenses include the cost of bunkers consumed during short-term time charters pursuant to the terms of the time charter agreement.

Impairment of vessel assets

Impairment of vessels assets includes the impairment of vessel assets in accordance with Accounting Standards Codification (“ASC”) 360 — “Property, Plant and Equipment” (“ASC 360”), as well as any losses incurred related to the disposal of replaced equipment on the vessels.

During the three and nine months ended September 30, 2025, the Company recorded$0 and$651, respectively, of impairment expense, which includes$0 and$651, respectively, related to the loss on disposal of replaced equipment on certain vessels.

During the three and nine months ended September 30, 2024, the Company recorded$961 and$6,595, respectively, of impairment expense, which includes$961 and$961, respectively, related to the loss on disposal of replaced equipment on certain vessels.

On July 16, 2024, the Company entered into an agreement to sell the Genco Hadrian, a 2008-built Capesize vessel, to a third party for$25,000 less a 2.0% commission payable to a third party. As the anticipated undiscounted cash flows, including the net sales price, did not exceed the net book value of the vessels as of June 30, 2024, the vessel value for the Genco Hadrian was adjusted to its net sales price of$24,500 as of June 30, 2024. This resulted in an impairment loss of$5,634 during the nine months ended September 30, 2024.

Net gain on sale of vessels

During the three and nine months ended September 30, 2024, the Company recorded a net gain of$4,465 and$16,693, respectively, related primarily to gains on the sale of the Genco Warrior during the three months ended September 30, 2024 and the sale of the Genco Claudius, the Genco Maximus and the Genco Warrior, partially offset by a loss on the sale of the Genco Commodus during the nine months ended September 30, 2024. During the three and nine months ended September 30, 2025, the Company did not complete the sale of any vessels. Refer to Note 5 — Vessel Acquisitions and Dispositions for further detail regarding the sale of these vessels.

Other operating expense

Other operating expense of $5,728 recorded during the nine months ended September 30, 2024 consists of costs incremental to routine expenses that were incurred related to the Company’s 2024 annual meeting held on May 23, 2024.

Loss on debt extinguishment

During the three and nine months ended September 30, 2025, the Company recorded $678 related to the loss on the extinguishment of debt in accordance with ASC 470-50— “Debt – Modifications and Extinguishments” (“ASC 470-50”). This loss was recognized as a result of the refinancing of the $500 Million Revolver with the $600 Million Revolver on July 10, 2025 as described in Note 8 — Debt.

3 – SEGMENT REPORTING

The Company transports iron ore, coal, grain, steel products and other drybulk cargoes along worldwide shipping routes through the ownership and operation of drybulk vessels. The Company’s vessels regularly move between countries in international waters, over hundreds of trade routes and, as a result, the disclosure of geographic information is impracticable. The Company owns a fleet of vessels that focuses on Capesize, Ultramax and Supramax vessels.

Capesize vessels represent the Company’s major bulk vessels category while Ultramax and Supramax vessels represent the Company’s minor bulk vessel category.

The Company has determined that each of its vessels are individual operating segments. The Company determined its operating segments based on how its chief operating decision maker (CODM), John C. Wobensmith, Chief Executive Officer and President, manages the business, makes operating decisions and evaluates operating performance. The CODM reviews the operating results for the Company’s fleet and also considers certain aggregate financial data for the Company’s major bulk and minor bulk vessels. The Company’s major and minor bulk vessels have similar economic characteristics as they serve the same type of customers, have similar operations and maintenance requirements, and operate in the same regulatory environment. Based on the principles of Accounting Standards Codification (“ASC”) 280 — “Segment Reporting,” the Company believes it is meaningful and informative to aggregate its operating segments intotwo reportable segments for the major bulk and minor bulk fleet.

With the exception of the financial statement information below that comprises the segment profit, the CODM does not evaluate any other financial statement line items on a vessel category basis, but rather on a consolidated basis. Information about the Company’s reportable segments for the three and nine months ended September 30, 2025 and 2024 is as follows:

(1) Net voyage revenue is used to calculate the Time Charter Equivalent ("TCE"), which is reviewed by the CODM and is a common shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charterhire rates for vessels on voyage charters are generally not expressed in per-day amounts while charterhire rates for vessels on time charters generally are expressed in such amounts. This amount includes realized gains on fuel hedges that were recorded as part of Other expense on the Condensed Consolidated Statements of Operations.

4 – CASH FLOW INFORMATION

For the nine months ended September 30, 2025, the Company had non-cash investing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in Accounts payable and accrued expenses consisting of $1,067 for the Purchase of vessels and ballast water treatment systems, including deposits, and $149 for the Purchase of other fixed assets. For the nine months ended September 30, 2025, the Company had non-cash financing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in Accounts payable and accrued expense consisting of $1,706 for Cash dividends payable. Lastly, for the nine months ended September 30, 2025, the Company had non-cash investing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in Prepaid expenses and other current assets consisting of $98 for the Purchase of vessels and ballast water treatment systems, including deposits.

For the nine months ended September 30, 2024, the Company had non-cash investing activities not included in the Condensed Consolidated Statement of Cash Flows for items included in Accounts payable and accrued expenses consisting of $662 for the Purchase of vessels and ballast water treatment systems, including deposits, $245 for the Purchase of other fixed assets, $77 for Vessels held for sale and $12 for the Net proceeds from sale of vessels. For the nine months ended September 30, 2024, the Company had non-cash financing activities not included in the Condensed

Consolidated Statement of Cash Flows for items included in Accounts payable and accrued expense consisting of$1,471 for Cash dividends payable.

During the nine months ended September 30, 2025 and 2024, cash paid for interest was $6,665 and $9,599, respectively, which was offset by $0 and $588 received as result of the interest rate cap agreements, respectively.

During the nine months ended September 30, 2025 and 2024, any cash paid for income taxes was insignificant.

During the nine months ended September 30, 2025, $100,000 of debt outstanding under the $500 Million Revolver was transferred to the $600 Million Revolver. As part of the debt modification,$15,333 was settled net amongst the lenders which has been included as proceeds from the $600 Million Revolver and repayments on the $500 Million Revolver. Refer Note 8 — Debt for further information.

All stock options exercised during the nine months ended September 30, 2025 and 2024 were cashless. Refer to Note 14 — Stock-Based Compensation for further information.

On May 20, 2025, the Company granted 59,136 restricted stock units to certain members of the Board of Directors. The aggregate fair value of these restricted stock units was $825.

On February 18, 2025, the Company granted 267,344 restricted stock units and 145,792 performance-based restricted stock units to certain individuals. The aggregate fair value of these restricted stock units and performance-based restricted stock units was $3,970 and $2,479, respectively.

On May 23, 2024, the Company granted 38,122 restricted stock units to certain members of the Board of Directors. The aggregate fair value of these restricted stock units was $825.

On February 21, 2024, the Company granted 168,411 restricted stock units and 99,065 performance-based restricted stock units to certain individuals. The aggregate fair value of these restricted stock units and performance-based restricted stock units was$3,060 and $2,143, respectively.

Refer to Note 14 — Stock-Based Compensation for further information regarding the aforementioned grants.

Supplemental Condensed Consolidated Cash Flow information related to leases is as follows:

5 – VESSEL ACQUISITIONS AND DISPOSITIONS

Vessel Acquisitions

On July 10, 2025, the Company entered into an agreement to acquire a 2020-built,182,000 dwt scrubber-fitted Capesize vessel that was renamed the Genco Courageous for a purchase price of $63,550. The Genco Courageous was delivered on October 15, 2025. The Company drew down$10,000 on its $500 Million Revolver on June 26, 2025 to fund the $6,355 deposit made on July 23, 2025, which was held in an escrow account until the Company took delivery of the vessel. For the remainder of the purchase price, the Company drew down $60,000 on its $600 Million Revolver on September 16, 2025 to finance the remainder of the purchase.

On October 3, 2024, the Company entered into an agreement to acquire a 2016-built,180,000 dwt Capesize vessel that was renamed the Genco Intrepid for a purchase price of $47,500. The Genco Intrepid was delivered on October 23, 2024. The Company utilized a combination of cash on hand as well as a$20,000 draw down on the $500 Million Revolver to finance the purchase.

Vessel Dispositions

On November 14, 2023, the Company entered into an agreement to sell the Genco Commodus, a 2009-built Capesize vessel, to a third party for $19,500 less a 1.0% commission payable to a third party. The sale was completed on February 7, 2024.

Additionally, on December 21, 2023, the Company entered into agreements to sell the Genco Claudius, a 2010-built Capesize vessel, to a third party for $18,500 less a 1.0% commission payable to a third party and the Genco Maximus, a 2009-built Capesize vessel, to a third party for $18,000 less a 1.0% commission payable to a third party. On February 24, 2024, the Company terminated its agreements to sell the Genco Claudius and the Genco Maximus due to the buyers’ breach of the agreements’ terms. On March 1, 2024, the Company entered into new agreements to sell the Genco Claudius and Genco Maximus to a separate unaffiliated third-party for$24,200 less a 2.0% commission payable to a third party and$22,800 less a 2.0% commission payable to a third party, respectively. The sales of the Genco Claudius and Genco Maximus were completed on April 22, 2024 and April 2, 2024, respectively.

On May 21, 2024, the Company entered into an agreement to sell the Genco Warrior, a 2005-built Supramax vessel, to a third party for$11,950 less a 3.0% commission payable to a third party. The sale was completed on July 5, 2024.

On July 16, 2024, the Company entered into an agreement to sell the Genco Hadrian, a 2008-built Capesize vessel, to a third party for$25,000 less a 2.0% commission payable to a third party. The sale was completed on October 4, 2024.

6 – NET (LOSS) EARNINGS PER SHARE

The computation of basic net (loss) earnings per share is based on the weighted-average number of common shares outstanding during the reporting period. The computation of diluted net (loss) earnings per share assumes the vesting of nonvested stock awards and the exercise of stock options (refer to Note 14 — Stock-Based Compensation), for which the assumed proceeds upon vesting are deemed to be the amount of compensation cost attributable to future services and are not yet recognized using the treasury stock method, to the extent dilutive.

There were 71,462 stock options,324,695 performance based restricted stock units and 631,574 restricted stock units excluded from the computation of diluted net loss per share during the three and nine months ended September 30, 2025 because they were anti-dilutive (refer to Note 14 — Stock-Based Compensation).

The components of the denominator for the calculation of basic and diluted net (loss) earnings per share are as follows:

7 – RELATED PARTY TRANSACTIONS

During the three and nine months ended September 30, 2025 and 2024, the Company didnot have any related party transactions.

8 – DEBT

Long-term debt, net consists of the following:

$600 Million Revolver

On July 10, 2025, the Company entered into a fifth amendment to amend, extend and upsize its existing $500 Million Revolver. The amended structure consists of a $600 million revolving credit facility (the “$600 Million Revolver”) which can be utilized to support growth of its asset base, as well as general corporate purposes. The $100,000 debt outstanding under the $500 Million Revolver was transferred to the $600 Million Revolver on July 10, 2025.

Effective July 10, 2025, the portion of the unamortized deferred financing costs for the prior $500 Million Revolver that was identified as a debt modification, rather than an extinguishment of debt, is being amortized over the life of the $600 Million Revolver in accordance with ASC 470-50. During the three and nine months ended September 30, 2025, the Company recorded $678 of debt extinguishment costs in relation to the amendment to the $500 Million Revolver with the $600 Million Revolver.

Key terms of the $600 Million Revolver are as follows:

As of September 30, 2025, there was $430,000 availability under the $600 Million Revolver. There wereno debt repayments made during the three and nine months ended September 30, 2025 under the $600 Million Revolver.

As of September 30, 2025, the Company was in compliance with all of the financial covenants under the $600 Million Revolver.

$500 Million Revolver

On November 29, 2023, the Company entered into a fourth amendment to amend, extend and upsize its existing credit facility at the time. The amended structure consisted of a $500 million revolving credit facility, which could be

utilized to support growth of the Company’s asset base as well as general corporate purposes (the “$500 Million Revolver”). The maturity date of the $500 Million Revolver was November 29, 2028.

Total debt repayments of $15,333 and $25,000 were made during the three months ended September 30, 2025 and 2024, respectively, under the $500 Million Revolver. Total debt repayments of $15,333 and $120,000 were made during the nine months ended September 30, 2025 and 2024, respectively, under the $500 Million Revolver.

On July 10, 2025, the Company entered into a fifth amendment to the $500 Million Revolver; refer to the “$600 Million Revolver” section above.

Interest rates

The following table sets forth the effective interest rate associated with the interest expense for the Company’s debt facility noted above, including the cost associated with unused commitment fees, if applicable. The effective interest rate below does not include the effect of any interest rate cap agreements. The following table also includes the range of interest rates on the debt, excluding the impact of unused commitment fees and any interest rate cap agreements, if applicable:

9 – DERIVATIVE INSTRUMENTS

The Company is exposed to interest rate risk on its floating rate debt. The Company hadone $50,000 interest rate cap agreement outstanding to manage interest costs and the risk associated with variable interest rates which expired on March 28, 2024. As of September 30, 2025, the Companyno longer has any interest rate cap agreements. The interest rate cap agreement was initially designated and qualified as a cash flow hedge. The premium paid was recognized in income on a rational basis, and all changes in the fair value of the caps were deferred in Accumulated other comprehensive income (“AOCI”) and were subsequently reclassified into Interest expense in the period when the hedged interest affected earnings.

The Company recorded a $527 unrealized loss for the nine months ended September 30, 2024 in AOCI. There isno remaining AOCI as of September 30, 2025 and December 31, 2024.

10 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair values and carrying values of the Company’s financial instruments as of September 30, 2025 and December 31, 2024 that are required to be disclosed at fair value, but not recorded at fair value, are noted below.

The carrying value of the borrowings under the $600 Million Revolver as of September 30, 2025 and the $500 Million Revolver as of December 31, 2024, which exclude the impact of deferred financing costs, approximate their fair value due to the variable interest nature thereof as these credit facilities represent floating rate loans. The carrying amounts of the Company’s other financial instruments as of September 30, 2025 and December 31, 2024 (principally Due from charterers and Accounts payable and accrued expenses) approximate fair values because of the relatively short maturity of these instruments.

ASC Subtopic 820-10, “Fair Value Measurements & Disclosures” (“ASC 820-10”), applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The fair value framework requires the categorization of assets and liabilities into three levels based upon the assumption (inputs) used to price the assets or liabilities. Level 1

provides the most reliable measure of fair value, whereas Level 3 requires significant management judgment. The three levels are defined as follows:

Cash and cash equivalents and restricted cash are considered Level 1 items, as they represent liquid assets with short-term maturities. Floating rate debt is considered to be a Level 2 item, as the Company considers the estimate of rates it could obtain for similar debt or based upon transactions amongst third parties. Interest rate cap agreements, bunker swap agreements and forward fuel purchase agreements are considered to be Level 2 items. Refer to Note 9 — Derivative Instruments and Note 2 — Summary of Significant Accounting Policies, respectively, for further information. Nonrecurring fair value measurements include vessel impairment assessments completed during the interim period and at year-end as determined based on third-party quotes, which are based on various data points, including comparable sales of similar vessels, which are Level 2 inputs. There wasno vessel impairment recorded during the three and nine months ended September 30, 2025. During the nine months ended September 30, 2024, the vessel assets forone of the Company’s vessels was written down as part of the impairment recorded during the period. There wasno vessel impairment recorded during the three months ended September 30, 2024.

The fair value determination for the operating lease right-of-use assets is based on third party quotes, which is considered a Level 2 input. Nonrecurring fair value measurements may include impairment tests of the Company’s operating lease right-of-use assets if there are indicators of impairments. During the three and nine months ended September 30, 2025 and 2024, there wereno indicators of impairment of the operating lease right-of-use assets.

The Company didnot have any Level 3 financial assets or liabilities as of September 30, 2025 and December 31, 2024.

11 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consist of the following:

12 – VOYAGE REVENUES

Total voyage revenues include revenue earned on fixed rate time charters, spot market voyage charters and spot market-related time charters, as well as the sale of bunkers consumed during short-term time charters. For the three months ended September 30, 2025 and 2024, the Company earned$79,921 and $99,332 of voyage revenues, respectively. For the nine months ended September 30, 2025 and 2024, the Company earned $232,130 and $323,814, respectively.

Total voyage revenues recognized in the Condensed Consolidated Statements of Operations includes the following:

13 – LEASES

On October 14, 2024, the Company entered into a lease agreement to extend its current lease agreement for its main office space in New York, New York which commenced on October 1, 2025 until July 31, 2036. The lease agreement is for only the space currently occupied by the Company and the portion of the lease that was being sublet expired on September 30, 2025. There is a free base rental period until August 2027. Following the expiration of the free base rental period, the monthly base rental payments will be $70 until July 2031 and $74 thereafter. For accounting purposes, this lease agreement constitutes a lease modification and the Company revalued the lease liability and right-of-use asset on October 14, 2024.

Effective July 3, 2025, the Company provided an updated letter of credit to the landlord in lieu of a security deposit for the lease commencing on October 1, 2025 of $557 to replace the existing $300 letter of credit. The unsecured letter of credit is with Nordea Bank ABP, New York Branch. The Company is not required to collateralize the new letter of credit with restricted cash.

On June 14, 2019, the Company entered into a sublease agreement for a portion of the leased space for its main office in New York, New York that commenced on July 26, 2019 and ended on September 29, 2025. There was $306 of sublease income recorded during the three months ended September 30, 2025 and 2024 and $918 of sublease income recorded during the nine months ended September 30, 2025 and 2024. Sublease income is recorded net with the total operating lease costs in General and administrative expenses in the Condensed Consolidated Statements of Operations.

The Company charters in third-party vessels and the Company is the lessee in these agreements under ASC 842, “Leases (Topic 842)” (“ASC 842”). The Company has elected the practical expedient under ASC 842 to not recognize right-of-use assets and lease liabilities for short-term leases. During the three and nine months ended September 30, 2025 and 2024, all charter-in agreements for third-party vessels were less than twelve months and considered short-term leases.

14 – STOCK-BASED COMPENSATION

2015 Equity Incentive Plan

Stock Options

The following table summarizes the stock option activity for the nine months ended September 30, 2025:

The following table summarizes certain information about the options outstanding as of September 30, 2025:

As of September 30, 2025 and December 31, 2024, a total of 71,462 and 302,945 stock options were outstanding, respectively.

There wasno remaining unamortized stock-based compensation as of September 30, 2025.

For the three and nine months ended September 30, 2025 and 2024, the Company recognized amortization expense of the fair value of its stock options, which is included in General and administrative expenses, as follows:

Restricted Stock Units

The Company has granted restricted stock units (“RSUs”) under the Company’s 2015 Equity Incentive Plan, as amended (the “2015 Plan”), to certain members of the Board of Directors and certain executives and employees of the Company, which represent the right to receive a share of common stock, or in the sole discretion of the Company’s Compensation Committee, the value of a share of common stock on the date that the RSU vests. As of September 30,

2025 and December 31, 2024,1,330,383 and 980,966 shares of the Company’s common stock were outstanding in respect of the RSUs, respectively. Such shares will only be issued in respect to vested RSUs issued to directors when the director’s service with the Company as a director terminates. Such shares of common stock will only be issued to executives and employees when their RSUs vest under the terms of their grant agreements and the 2015 Plan.

The RSUs that have been issued to certain members of the Board of Directors generally vest on the date of the annual shareholders meeting of the Company following the date of the grant. In lieu of cash dividends issued for vested and nonvested shares held by certain members of the Board of Directors, the Company will grant additional vested and nonvested RSUs, respectively, which are calculated by dividing the amount of the dividend by the closing price per share of the Company’s common stock on the dividend payment date and will have the same terms as other RSUs issued to members of the Board of Directors. The RSUs that have been issued to other individuals vest in equal installments on each of the anniversaries of the determined vesting date, over thethree orfive year vesting periods, as applicable.

The table below summarizes the Company’s unvested RSUs for the nine months ended September 30, 2025:

The total fair value of the RSUs that vested during the nine months ended September 30, 2025 and 2024 was $3,791 and $4,795, respectively. The total fair value is calculated as the number of shares vested during the period multiplied by the fair value on the vesting date.

The following table summarizes certain information of the RSUs unvested and vested outstanding as of September 30, 2025:

The Company is amortizing these grants over the applicable vesting periods, net of anticipated forfeitures. As of September 30, 2025, unrecognized compensation cost of$4,376 related to RSUs will be recognized over a weighted-average period of 1.14 years.

For the three and nine months ended September 30, 2025 and 2024, the Company recognized nonvested stock amortization expense for the RSUs, which is included in General and administrative expenses as follows:

Performance-Based Restricted Stock Units

The Company has granted performance-based restricted stock units (“PRSUs”) under the 2015 Plan to certain employees of the Company, some of which are contingent upon the Company’s relative total shareholder return (“TSR”) and some of which are contingent upon the Company’s return on invested capital (“ROIC”) for athree-year performance period ending December 31, 2025, 2026 and 2027.

The TSR is calculated based on the Company’s total shareholder return compared to that of certain peer companies specified in the award agreements over the performance period and is calculated based on the change in the average daily closing stock price over a 20 trading-day period from the beginning to the end of the performance period, including reinvested dividends. The total quantity of PRSUs eligible to vest under these awards range from zero to 200% of the target based on actual relative TSR performance during the performance period. The grant date fair value of the TSR awards was estimated using a Monte Carlo simulation model. Compensation for these awards, which are subject to market conditions, is being amortized over the service period.

The grant date fair value of the ROIC awards was estimated using the closing share price of the Company’s stock on the date of grant. The total quantity of PRSUs eligible to vest under these awards range from zero to 200% of the target based on actual ROIC performance during the performance period. As such, ROIC awards are subject to performance conditions and compensation cost is recognized over the service period based on the amount of awards that the Company believes is probable that will vest. To the extent the Company’s estimate changes, the Company will recognize a cumulative catch up in subsequent reporting periods.

The table below summarizes the Company’s unvested PRSUs for the nine months ended September 30, 2025:

The PRSUs, if earned, will ordinarily vest during the first quarter after thethree-year performance period and the recipient will receive a share of common stock for each earned PRSU. If 100% of the target metric is achieved, the recipient will earn 100% of the target amount of the PRSUs originally granted. However, based on actual performance, the number of PRSUs earned will change based on the ranges described above. As of September 30, 2025 unrecognized compensation cost of$3,003 related to PRSUs will be recognized over a weighted-average period of 1.46 years.

Significant inputs used in the estimation of the fair value of these awards outstanding as of September 30, 2025 and December 31, 2024 are as follows:

For the three and nine months ended September 30, 2025 and 2024, the Company recognized nonvested stock amortization expense for the PRSUs, which is included in General and administrative expenses as follows:

15 – LEGAL PROCEEDINGS

From time to time, the Company may be subject to other legal proceedings and claims in the ordinary course of its business, principally personal injury and property casualty claims. Such claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. The Company is not aware of any such legal proceedings or claims that it believes will have, individually or in the aggregate, a material effect on the Company, its financial condition, results of operations or cash flows.

16 – SUBSEQUENT EVENTS

On October 1, 2025, the Company entered into a Rights Agreement (the “Rights Agreement”) with Computershare Inc., as rights agent. In connection therewith, the Board of Directors of the Company (the “Board”) declared a dividend ofone preferred share purchase right (“Right”) for each outstanding share of the Company’s common stock, $0.01 per share (the “Common Stock”). The dividend was payable on October 13, 2025 to shareholders of record as of the close of business on such date (the “Record Date”). In addition, one Right will automatically attach to each share of Common Stock issued between the Record Date and the Distribution Date (as defined in the Rights Agreement) when the rights become exercisable. The Rights will expire at 5:00 P.M., New York City time on September 30, 2026, unless such date is advanced or extended or unless the Rights are earlier redeemed or exchanged by the Board.

For further information, please refer to the Company’s current report on Form 8-K filed with the SEC on October 1, 2025, which is incorporated herein by reference.

On October 15, 2025, the Company took delivery of the Genco Courageous, a 2020-built,182,000 dwt scrubber-fitted Capesize vessel. Refer to Note 5— Vessel Acquisitions and Dispositions.

On November 5, 2025, the Company announced a regular quarterly dividend of $0.15 per share to be paid on or about November 24, 2025 to shareholders of record as of November 17, 2025. The aggregate amount of the dividend is expected to be approximately$6.6 million based on the number of shares currently outstanding, and the Company anticipates funding the dividend from cash on hand at the time the payment is to be made.