Icon Energy Corp

Recent Developments

Vessel employment. In April 2026, the M/VCharlie was delivered to a reputable dry bulk operator and commenced a 16- to 20-month time charter. Under this charter, the vessel is earning hire at a floating daily rate linked to the Baltic Supramax Index, while preserving the option to convert to a fixed hire rate, at a time and for a period of the Company’s choosing, The charter also provides for compensation related to fuel cost savings derived from the vessel’s scrubber.

Vessel employment. In May 2026, we exercised our option to convert the floating hire rate under the time charter of the M/VAlfa to a fixed hire rate of $18,000 per day for the seven-month period from June to December 2026, contributing approximately $3.7 million to Icon’s estimated minimum contracted revenue.

Capital expenditures. The M/VAlfa completed her drydocking in May 2026 and the M/VBravo is expected to complete her drydocking in June 2026. These drydockings are estimated to cost approximately $2.5 million in aggregate and the vessels are expected to be taken off service for approximately 45 days in aggregate.

Investment. On May 22, 2026, the Company’s Board of Directors approved the Company’s non-controlling participation in the acquisition of a 2,000 TEU geared container feeder with high reefer capacity, built in 2008. Upon acquisition, the vessel will be chartered to an investment-grade liner operator, at a fixed hire rate of $26,500 per day for a period of 24 to 26 months, generating approximately $19 million of minimum contracted revenue. It will be acquired by a consortium of professional maritime investors led by a reputable containership owner and operator, which will also undertake the vessel’s commercial and technical management. The Company has agreed to invest $0.5 million in exchange for a 4.7% equity interest in the entity formed to acquire the vessel. The investment is expected to be funded from cash on hand and to close by the end of June 2026, subject to definitive documentation and customary closing conditions.

Transactions with Pavimar. Pursuant to the services agreement dated October 1, 2023, as amended and restated on April 1, 2024, Pavimar is eligible to receive incentive compensation from the Company in connection with the services rendered, at such times, amounts, and forms as may be determined by the Company’s Board of Directors. No incentive compensation has been approved since October 1, 2023. On April 1, 2026, the independent Compensation Committee of the Company’s Board of Directors approved incentive compensation in the amount of $0.2 million. On June 5, 2026, the Company and Pavimar executed a new agreement (the “Master Management Agreement”), to supersede and expand upon the existing arrangements between the parties to reflect the level of commitment, resources, and operational involvement the Company anticipates from Pavimar. The Master Management Agreement is retroactively effective from April 1, 2026, being the date the Company’s Board of Directors approved entering into such agreement, with all prior services and management agreements being terminated and with all termination fees and other amounts otherwise payable in connection with such terminations being waived. Pursuant to the Master Management Agreement and under the Company’s direction, Pavimar provides the Company with a range of corporate management and administration services (the “Corporate Services”), including, but not limited to, accounting, representation, tax administration, clerical and secretarial support, corporate officer services (including the services of our Chief Executive Officer, Chief Financial Officer and Corporate Secretary), third party professional services coordination, investment administration, financial advisory and treasury services. In exchange for the Corporate Services, unless otherwise agreed on a case by case basis, Pavimar charges a quarterly fee of $25,000 per vessel plus $125,000 for the group as a whole, a 1.00% capital raising commission on all gross capital raised by the Company in capital and debt markets, an annual investment administration fee equal to 1.00% of the net asset value of the Company’s passive investments, and a contingent fee equal to 15% of realized net profits, if any, from the Company’s passive investments. In addition, Pavimar provides the Company with vessel commercial and technical management services (the “Ship Management Services”), including, but not limited to, securing employment, post-fixture support, handling vessel sale and purchases, arranging and supervising crew, repairs and maintenance, insurance, provisions, bunkering, day to day vessel operations, and ancillary services. In exchange for the Ship Management Services, unless otherwise agreed on a case by case basis, Pavimar charges a daily management fee of $800 per vessel, a performance incentive of 1.25% on all gross income arising out of or in connection with the use or operations of the Company’s vessels, and a commission of 1.00% on the gross sale or purchase price on each vessel sale or purchase transaction. The Master Management Agreement also provides for annual inflation adjustments to fixed fees, reimbursement of out-of-pocket costs and expenses, extraordinary fees for incremental services that may be requested by the Company, and allows for incentive compensation at such times, amounts, and forms as may be determined by the Company’s Board of Directors. The Master Management Agreement has a term of eight years, renewing annually, and provides for payment of a termination fee equal to the fixed fees that would otherwise be payable over the remaining term of the Master Management Agreement.

Share repurchase program. On December 18, 2025, our Board of Directors authorized a share repurchase program under which we may, from time to time, repurchase up to an aggregate of $1 million of our outstanding common shares through December 31, 2026 (the “Program”). For additional information about the Program, see Note 8 “Capital Structure” to our unaudited interim condensed consolidated financial statements filed with the SEC on the same day as this discussion. Subsequent to the end of the reporting period and through the date this discussion was issued, the Company repurchased 77,396 common shares under the Program for an aggregate gross amount of approximately $0.1 million.

ATM Agreement. Subsequent to the end of the reporting period and through the date this discussion was issued, the Company issued 496,040 common shares pursuant to the ATM Agreement for aggregate net proceeds of $0.6 million.

Number of common shares. As of the date this discussion was issued, the Company had 3,710,109 common shares issued, consisting of 77,396 common shares held in treasury and 3,632,713 common shares outstanding.