GENCO SHIPPING & TRADING LTD

ITEM 1. FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025

(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 Income (Loss)

Condensed Consolidated Statements of Equity

Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025

(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 March 31, 2026, the Company’s fleet consisted of 44 drybulk vessels, includingtwo Newcastlemax vessels,17 Capesize vessels,15 Ultramax vessels and 10 Supramax vessels, with an aggregate carrying capacity of approximately 4,990,000 deadweight tons (“dwt”) and an average age of approximately 12.7 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 March 31, 2026 and December 31, 2025, and was formed to provide ship management services to the Company’s vessels. As of March 31, 2026 and December 31, 2025, 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, 2025, filed with the SEC on February 18, 2026 (the “2025 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 months ended March 31, 2026 are not necessarily indicative of the operating results to be expected for the year ending December 31, 2026.

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.

Vessels held for sale

On February 24, 2026, the Company entered into an agreement to sell the Genco Predator, a 2005-built Supramax vessel. The sale of the vessel was completed on April 15, 2026. The relevant vessel assets have been classified as held for sale in the Condensed Consolidated Balance Sheet as of March 31, 2026. Refer to Note 5 — Vessel Acquisitions and Dispositions.

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 March 31, 2026 and 2025, the Company recorded ($40) and $8 of realized (losses) gains in other income (expense), respectively. During the three months ended March 31, 2026 and 2025, the Company recorded $238 and $6 of unrealized gains in other income (expense), respectively.

The total fair value of the bunker swap agreements and forward fuel purchase agreements in an asset position as of March 31, 2026 and December 31, 2025 is $302 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 March 31, 2026 and December 31, 2025 is $64 and $0, 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, which are recorded as part of vessel operating expenses, 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 gain of$1,560 and $31 during the three months ended March 31, 2026 and 2025, 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

During the three months ended March 31, 2026 and 2025 the Company recorded $527 and $0, respectively, related to the impairment of vessel assets in accordance with Accounting Standards Codification (“ASC”) 360 —“Property, Plant and Equipment” (“ASC 360”). The impairment expense recorded during the three months ended March 31, 2026 of $527 is related to the loss on disposal of replaced equipment on certain vessels.

Net gain on sale of vessels

During the three months ended March 31, 2026, the Company recorded a net gain of$2,075 related to the sale of the Genco Picardy on March 30, 2026. During the three months ended March 31, 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 this vessel.

Other operating expense

Other operating expense of $3,826 recorded during the three months ended March 31, 2026 consists of costs for non-routine aspects of the Company’s 2026 Annual Meeting of Shareholders.

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 Newcastlemax, Capesize, Ultramax and Supramax vessels. Newcastlemax and 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 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 months ended March 31, 2026 and 2025 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 (losses) gains on fuel hedges that were recorded as part of Other income (expense) on the Condensed Consolidated Statements of Operations.

4 – CASH FLOW INFORMATION

For the three months ended March 31, 2026, 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 $810 for the Purchase of vessels and ballast water treatment systems, including deposits, $103 for the Purchase of other fixed assets, $19 for Vessels held for sale and $405 for the Net proceeds from sale of vessels. For the three months ended March 31, 2026, 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 $1,537 for Cash dividends payable and $266 for the Payment of deferred financing costs.

For the three months ended March 31, 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 $1,721 for the Purchase of vessels and ballast water treatment systems, including deposits, and $188 for the Purchase of other fixed assets. For the three months ended March 31, 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 $1,434 for Cash dividends payable.

During the three months ended March 31, 2026 and 2025, cash paid for interest was $3,898 and $2,072, respectively.

During the three months ended March 31, 2026 and 2025, any cash paid for income taxes was insignificant.

During the three months ended March 31, 2026, $265,000 of debt outstanding under the $600 Million Revolver was transferred to the $680 Million Revolver. As part of the debt modification,$4,287 was settled net amongst the lenders, which has been included as proceeds from the $680 Million Revolver and repayments on the $600 Million Revolver. Refer Note 8 — Debt for further information.

All stock options exercised during the three months ended March 31, 2026 and 2025 were cashless. Refer to Note 13 — Stock-Based Compensation for further information.

On February 16, 2026, the Company granted 210,826 restricted stock units and 118,596 performance-based restricted stock units to certain individuals. The aggregate fair value of these restricted stock units and performance-based restricted stock units was $4,682 and $3,026, respectively.

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.

Refer to Note 13 — 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 November 15, 2025, the Company entered into agreements to acquiretwo 2020-built 208,000 dwt scrubber-fitted Newcastlemax vessels for a total purchase price of $145,500. These vessels, which were renamed Genco Stars and Stripes and Genco Valkyrie, were delivered on March 5, 2026 and March 24, 2026, respectively. The Company drew down $30,000 on the $600 Million Revolver on November 20, 2025 in part to fund the $14,550 deposit made on November 24, 2025, which was held in an escrow account until the Company took delivery of the vessels. The Company drew down $65,000 on its $600 Million Revolver on February 23, 2026 and $65,000 on its $680 Million Revolver on March 16, 2026 to finance the remainder of the purchases.

On July 10, 2025, the Company entered into an agreement to acquire a 2020-built,182,000 dwt scrubber-fitted Capesize vessel, which 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 in part 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. The Company drew down $60,000 on its $600 Million Revolver on September 16, 2025 to finance the remainder of the purchase.

Vessel Dispositions

On February 24, 2026, the Company entered into agreements to sell the Genco Picardy and the Genco Predator, both 2005-built Supramax vessels, to a third party for$10,600 each less a commission payable to a third party. These vessels were unencumbered. The sales of the Genco Picardy and Genco Predator were completed on March 30, 2026 and April 15, 2026, respectively. The vessel assets for the Genco Predator have been classified as held for sale in the Condensed Consolidated Balance Sheet as of March 31, 2026.

6 – NET EARNINGS (LOSS) PER SHARE

The computation of basic net earnings (loss) per share is based on the weighted-average number of common shares outstanding during the reporting period. The computation of diluted net earnings (loss) per share assumes the vesting of nonvested stock awards and the exercise of stock options (refer to Note 13 — 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 286,254 stock options,324,695 performance based restricted stock units and 626,521 restricted stock units excluded from the computation of diluted net loss per share during the three months ended March 31, 2025 because they were anti-dilutive (refer to Note 13 — Stock-Based Compensation).

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

7 – RELATED PARTY TRANSACTIONS

During the three months ended March 31, 2026 and 2025, the Company didnot have any related party transactions.

8 – DEBT

Long-term debt, net consists of the following:

$680 Million Revolver

On February 27, 2026, the Company entered into a sixth amendment to upsize its existing $600 Million Revolver to utilize $80,000 under the $300,000 accordion feature to increase the Company’s borrowing capacity from $600,000 to $680,000 (the “$680 Million Revolver”). The increased borrowing capacity was available upon the delivery

of thetwo Newcastlemax vessels, the Genco Stars and Stripes and the Genco Valkyrie, that were delivered on March 5, 2026 and March 24, 2026, respectively, refer to Note 5 — Vessel Acquisitions and Dispositions.

The maturity date of the $680 Million Revolver is July 10, 2030 and total quarterly commitment reductions are $29,422 per quarter commencing on March 31, 2027. Key terms of the $680 Million Revolver remain substantially the same as under the Company’s previous $600 Million Revolver.

In accordance with ASC 470-50 — “Debt – Modifications and Extinguishments,” the $680 Million Revolver represents a debt modification of the $600 Million Revolver, therefore the unamortized deferred financing costs for the prior $600 Million Revolver are being amortized over the remaining life of the $680 Million Revolver.

As of March 31, 2026, there was $350,000 availability under the $680 Million Revolver. There wereno debt repayments made during the three months ended March 31, 2026 and 2025 under the $680 Million Revolver.

As of March 31, 2026, the Company was in compliance with all of the financial covenants under the $680 Million Revolver.

$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 consisted of a $600 million revolving credit facility (the “$600 Million Revolver”) which could be utilized to support growth of its asset base, as well as general corporate purposes. The maturity date of the $600 Million revolver was July 10, 2030.

There were $4,287 and $0 debt repayments made during the three months ended March 31, 2026 and 2025, respectively, under the $600 Million Revolver.

On February 27, 2026, the Company entered into a sixth amendment to the $600 Million Revolver; refer to the “$680 Million Revolver” section above. As part of the debt modification, $4,287 was settled net amongst the lenders, which has been included as proceeds from the $680 Million Revolver and repayments on 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.

There wereno debt repayments during the three months ended March 31, 2026 and 2025 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 facilities noted above, including the cost associated with unused commitment fees, if applicable. 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 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair values and carrying values of the Company’s financial instruments as of March 31, 2026 and December 31, 2025 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 $680 Million Revolver and the $600 Million Revolver as of March 31, 2026 and as of December 31, 2025, respectively, 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 March 31, 2026 and December 31, 2025 (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 2 — Summary of Significant Accounting Policies 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 months ended March 31, 2026 and 2025.

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 months ended March 31, 2026 and 2025, 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 March 31, 2026 and December 31, 2025.

10 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES

Accounts payable and accrued expenses consist of the following:

11 – 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 March 31, 2026 and 2025, the Company earned$114,429 and $71,269 of voyage revenues, respectively.

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

12 – 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.

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, which commenced on July 26, 2019 and ended on September 29, 2025. There was $0 and $306 of sublease income recorded during the three months ended March 31, 2026 and 2025. 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 months ended March 31, 2026 and 2025, all charter-in agreements for third-party vessels were less than twelve months and considered short-term leases.

13 – STOCK-BASED COMPENSATION

2015 Equity Incentive Plan

Stock Options

The following table summarizes the stock option activity for the three months ended March 31, 2026:

The following table summarizes certain information about the options outstanding as of March 31, 2026:

As of March 31, 2026 and December 31, 2025, a total of 69,284 and 71,462 stock options were outstanding, respectively.

There wasno remaining unamortized stock-based compensation as of March 31, 2026.

For the three months ended March 31, 2026 and 2025, the Company did not record any amortization expense of the fair value of its stock options.

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 March 31, 2026 and December 31, 2025,1,588,359 and 1,330,383 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 30-trading day trailing volume-weighted average 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 three months ended March 31, 2026:

The total fair value of the RSUs that vested during the three months ended March 31, 2026 and 2025 was $6,231 and $2,855, 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 March 31, 2026:

The Company is amortizing these grants over the applicable vesting periods, net of anticipated forfeitures. As of March 31, 2026, unrecognized compensation cost of$6,578 related to RSUs will be recognized over a weighted-average period of 1.42 years.

For the three months ended March 31, 2026 and 2025, 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. As of March 31, 2026 and December 31, 2025, 74,645 and 0 shares of the Company’s common stock were outstanding in respect of the PRSUs, respectively.

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 three months ended March 31, 2026:

There were no PRSUs that vested during the three months ended March 31, 2026 and 2025.

The PRSUs, if earned, will ordinarily be settled in shares of common stock issued 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 March 31, 2026, unrecognized compensation cost of $4,976 related to PRSUs will be recognized over a weighted-average period of 1.81 years.

The weighted-average assumptions used in the estimation of the fair value of these awards granted during the three months ended March 31, 2026 and 2025 are as follows:

For the three months ended March 31, 2026 and 2025, the Company recognized nonvested stock amortization expense for the PRSUs, which is included in General and administrative expenses as follows:

14 – 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.

15 – SUBSEQUENT EVENTS

On April 15, 2026 the Company completed the sale of the Genco Predator, a 2005-built Supramax vessel, to a third party for $10,600 less a 3.0% commission payable to a third-party broker. The vessel assets for the Genco Predator have been classified as held for sale in the Condensed Consolidated Balance Sheet as of March 31, 2026 at its net book value. This vessel was unencumbered as of March 31, 2026. During the second quarter of 2026, the Company expects to record a net gain on the sale of the Genco Predator similar to the net gain on sale of the Genco Picardy recorded during the first quarter of 2026.

On April 16, 2026, the Company entered into an agreement to acquire a 2019-built 182,000 dwt scrubber-fitted Capesize vessel for a total purchase price of $65,000. The Company paid the $6,500 deposit on May 1, 2026 utilizing cash on hand and this deposit will be held in an escrow account until the Company takes delivery of the vessel. The Company expects to take delivery of the vessel during June 2026.

On May 6, 2026, the Company announced a regular quarterly dividend of $0.35 per share to be paid on or about May 26, 2026 to shareholders of record as of May 18, 2026. The aggregate amount of the dividend is expected to be approximately$15.6 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.