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United Maritime Corp

For the period ended Sep 30, 2025. Filed Nov 21, 2025.

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Sep 30, 2025 · Filed Nov 21, 2025

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USEA$2.37-2.9%Stored close · as of Nov 6, 2026
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Contents

EX-99.2 · Commitments

Commitments

The Company operates certain of its vessels under lease agreements. Time charters typically may provide for charterers’ options to extend the lease terms and termination clauses. The Company’s time charters duration range between 9 and 21 months. In addition, the time charters contain termination clauses which protect either the Company or the charterers from material adverse events. Variable lease payments in the Company’s time charters vary based on changes on freight market index. The Company has the option to convert some of these variable lease payments to fixed based on the prevailing Panamax forward freight agreement rates.

As at September 30, 2025, the Company operates all of its vessels under time charter agreements, considered as operating leases accounted for as per ASC 842 requirements.

The following table sets forth the Company’s future minimum contractual charter revenue based on vessels committed to non-cancelable time charter contracts as at September 30, 2025. For index-linked time charter contracts the calculation was made using the charter rates that prevail at the balance sheet date for index-linked time charters and the fixed rates for fixed periods time charters (these amounts do not include any assumed off-hire).

Twelve-month period ending September 30,Amount
202615,864
20272,695
Total18,559

As of September 30, 2025, the Company hastwo remaining capital calls with an aggregate amount of Euro 2.2 million (or $2,540 based on the Euro/U.S. dollar exchange rate of €1.00: $1.17 as of September 30, 2025) for the involvement in RGI and its investment in the construction of ECV.

12.Capital Structure:

Details of the Company’s common stock and warrants are discussed in Note 11 of the consolidated financial statements for the year ended December 31, 2024, included in the Company’s 2024 Annual Report on Form 20-F filed with the SEC on April 10, 2025 and are supplemented by the below new activities into the nine-month period ended September 30, 2025.

i)Dividends

On August 5, 2025, the Company declared a quarterly dividend of $0.03 per common share for the second quarter of 2025 to all shareholders of record as of August 18, 2025. The dividend amounted to $276 was paid on October 10, 2025 and is included in “Dividends payable” in the accompanying condensed consolidated balance sheets (Note 17).

On May 20, 2025, the Company declared a dividend of $0.01 per common share for the first quarter of 2025 to all shareholders of record as of June 30, 2025. The dividend amounted to $92 was paid on July 10, 2025.

On March 17, 2025, the Company declared a dividend of $0.01 per common share for the fourth quarter of 2024 to all shareholders of record as of March 27, 2025. The dividend amounted to $88 and was paid on April 10, 2025.

On January 10, 2025, the Company paid a regular quarterly cash dividend of $663 for the third quarter of 2024 to all shareholders of record as of December 27, 2024.

Total dividends declared in the nine-months period ended September 30, 2025 amounted to $456.

ii)Warrants

During the nine-month period ended September 30, 2025, no shares were issued from Class A warrants’ exercises. As of September 30, 2025,6,962,770 Class A warrants remained outstanding. The exercise price of the Class A warrants is $2.25 per common share. All warrants are classified in equity, according to the Company’s accounting policy. The warrants contain a cashless exercise provision, whereby if at the time of exercise, there is no effective registration statement, then the warrants can be exercised by means of a cashless exercise as disclosed in the warrant’s agreement.

As of September 30, 2025, the number of common shares that can potentially be issued under the outstanding Class A warrants were 6,962,770.

iii)Common stock buybacks

During the nine-month period ended September 30, 2025, the Company repurchased 62,463 of its outstanding common shares at an average price of approximately $1.70 per share for a total of $107, inclusive of commissions and fees. All the repurchased shares were cancelled and restored to the status of authorized but unissued shares as of September 30, 2025.

13.Vessel Revenue, net and Voyage Expenses:

The Company disaggregates its revenue from contracts with customers by the type of charter (time and spot charters).

The following table presents the Company’s income statement figures derived from time and spot charters for the nine-month periods ended September 30, 2025 and 2024:

September 30, 2025September 30, 2024
Vessel revenues from spot charters, net of commissions5,448-
Vessel revenues from time charters, net of commissions25,74534,607
Total31,19334,607

As of September 30, 2025 and December 31, 2024, the accounts receivable trade was $2,652, and $1,437, respectively, and related to time charters.

Deferred revenue represents cash received in advance of performance under the contract prior to the balance sheet date and is realized when the associated revenue is recognized under the contract in periods after such date. Deferred revenue as of September 30, 2025 and December 31, 2024 was $99 and $664 and relates entirely to ASC 842. As of September 30, 2025 and December 31, 2024, an amount of $24 and $731 related to ballast bonus payments made by charterers for the ballast trip which are deferred and recognized on a straight line over the charter period.

Charterers individually accounting for more than 10% of revenues for the nine-month periods ended September 30, 2025 and 2024 were:

Customer20252024
A31%17%
B26%34%
C15%15%
D14%-
E10%-
Total96%66%

Voyage Expenses

The following table presents the Company’s statement of operations’ figures derived from time, spot charters and for unfixed periods for the period from for the nine-month periods ended September 30, 2025 and 2024:

September 30, 2025September 30, 2024
Voyage expenses from time charters1,1571,191
Voyage expenses from spot charters3,021-
Voyage expenses for unfixed periods640192
Total4,8181,383
14.Interest and Finance Costs:

Interest and finance costs are analyzed as follows:

September 30, 2025September 30, 2024
Interest on long-term debt and other financial liabilities4,0014,448
Interest on finance lease liability6731,099
Amortization of debt finance costs and debt discounts458533
Other54168
Total5,1866,248
15.Loss per Share:

The calculation of net loss per common share is summarized below:

September 30, 2025September 30, 2024
Net loss$(2,441)$(1,562)
Less: Net loss attributable to non-controlling interest(29)-
Net loss attributable to United Maritime Corporation(2,412)(1,562)
Net loss attributable to common shareholders, basic & diluted$(2,412)$(1,562)
Weighted average number of common shares outstanding, basic8,841,6328,723,765
Weighted average number of common shares outstanding, diluted8,841,6328,797,527
Net loss per share attributable to common shareholders, basic & diluted$(0.27)$(0.18)

The Company calculates basic loss per share in conformity with the two-class method required for companies with participating securities. The calculation of basic loss per share does not consider the non-vested shares as outstanding until the time-based vesting restrictions have lapsed. For the nine-month periods ended September 30, 2025 and 2024, unexercised warrants were also excluded from the computation of diluted shares as their effect would be anti-dilutive due to the loss in the period.

16.Equity Incentive Plan:

Details of the Company’s Equity Incentive Plan are discussed in Note 15 of the consolidated financial statements for the year ended December 31, 2024, included in the Company’s 2024 Annual Report on Form 20-F filed with the SEC on April 10, 2025 and are supplemented by the below new activities into the nine-month period ended September 30, 2025.

On April 7, 2025, the Compensation Committee of our board of directors approved a further amendment and restatement of our 2022 Equity Incentive Plan to increase the aggregate number of common shares reserved for issuance under the plan to 400,000 shares, and granted awards under the plan of an aggregate of 275,000 restricted common shares to the members of the Company’s board of directors and 85,000 common shares to certain of the Company’s service providers and to the sole director of the Company’s commercial manager, a non-employee. The fair value of each share on the grant date was $1.20.79,500 shares vested on April 7, 2025,113,000 shares vested on October 7, 2025 and 167,500 shares will vest on April 7, 2026.

The related expense for shares granted to the Company’s Board of Directors and certain of its service providers for the nine-month period ended September 30, 2025 and 2024, amounted to $415 and $648, respectively, and is included under “General and administration expenses” in the Company’s unaudited interim condensed consolidated statements of operations. The related expense for shares granted to non-employees for the nine-months periods ended September 30, 2025 and 2024, amounted to $12 and $20 and is included under “Voyage expenses”.

The unrecognized cost for the non-vested shares granted to the Company’s Board of Directors and certain of its service providers (Note 3) as of September 30, 2025 and December 31, 2024 amounted to $109 and $104, respectively. On September 30, 2025, the weighted-average period over which the total compensation cost related to non-vested awards granted to the Company’s Board of Directors and certain of its service providers not yet recognized is expected to be recognized is 0.52 years.

17.Subsequent Events

On October 10, 2025, the Company paid a regular quarterly dividend of $276 to all shareholders of record as of August 18, 2025 (Note 12).

On October 31, 2025, the Company expanded its ownership in RGI, increasing its stake by Euro 2.1 million (or $2,405) as per the installment terms of the RGI shareholders’ agreement (Note 9).

Additionally, on October 31, 2025, the Company provided a short-term (30-day) Euro 2.1 million (or $2,466) convertible loan facility to RGI with interest paid in shares.

On November 4, 2025, the company made a Euro 0.25 million (or $290) pre-seed investment in a maritime technology platform developing AI-powered solutions to optimize ship technical management and other operations.

On November 10, 2025, the Company declared a dividend of $0.09 per common share for the third quarter of 2025, payable on or about January 9, 2026, to all shareholders of record as of December 29, 2025.

On November 12, 2025, the Company extended its buyback plan until December 31, 2026.

Since the beginning of the period ended September 30, 2025 and until November 20, 2025, the Company has repurchased 48,579 of its outstanding common shares at an average price of approximately$1.67 per share for a total of$81, inclusive of commissions and fees. All the repurchased shares will be cancelled and restored to the status of authorized but unissued shares.

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