​ A. History and Development of the Company ​ Ardmore Shipping provides seaborne transportation of petroleum products and chemicals worldwide to oil majors, national oil companies, oil and chemical traders, and chemical companies, with our modern, fuel-efficient fleet of mid-size product and chemical tankers. As of March 6, 2026, our fleet consists of 25 owned vessels and one chartered-in vessel, all of which are in operation. ​ Ardmore Shipping Corporation was incorporated under the laws of the Republic of the Marshall Islands on May 14, 2013. We commenced business operations through our predecessor company, Ardmore Shipping LLC, on April 15, 2010. On August 6, 2013, we completed our initial public offering of our common stock. ​ We have 77 wholly owned subsidiaries, a significant number of which represent single ship-owning companies for our fleet, one 50%-owned joint venture entity, Anglo Ardmore Ship Management Limited Pte. Ltd. (“AASML”), which provides technical management services to our fleet, and one 10% equity stake in another entity. A list of our subsidiaries is included as Exhibit 8.1 to this Annual Report. ​ We maintain our principal executive and management offices at Dorchester House, 7 Church Street, Hamilton, HM11, Bermuda. Our telephone number at these offices is +1 441 292 9332. Ardmore Maritime Services (Asia) Pte. Limited (“AMSA”), a wholly owned subsidiary incorporated in Singapore, carries out our management services and associated functions. Ardmore Shipping Services (Ireland) Limited (“ASSIL”), a wholly owned subsidiary incorporated in Ireland, provides our corporate, accounting, fleet administration, and operations services. Ardmore Shipping (Asia) Pte. Limited (“ASA”), a wholly owned subsidiary incorporated in Singapore, and Ardmore Shipping (Americas) LLC (“ASUSA”), a wholly owned subsidiary incorporated in Delaware, each perform commercial management and chartering services for us. ​ The SEC’s website at www.sec.gov contains reports, proxy statements, and other information regarding issuers that file electronically with the SEC. Our website address is www.ardmoreshipping.com. The information contained on our website is not part of this Annual Report. ​ B. Business Overview ​ We commenced business operations in April 2010 with the goal of building an enduring product and chemical tanker company that emphasizes disciplined capital allocation, service excellence, innovation, and operational efficiency through our focus on high quality, fuel-efficient vessels. We are led by a team of experienced senior managers who have previously held senior management positions with highly regarded shipping companies and financial institutions. ​ We are strategically focused on modern, fuel-efficient, mid-size product and chemical tankers. We actively pursue opportunities to exploit the overlap we believe exists between the clean petroleum product (“CPP”) and chemical sectors in order to enhance earnings, and also seek to engage in more complex CPP trades, such as multi-grade and multi-port loading and discharging operations, where our knowledge of chemical operations is beneficial to our CPP customers. ​ 33 Table of Contents ​ Our fuel-efficient operations are designed to enhance our operating performance and provide value-added service to our customers. We believe we are at the forefront of fuel efficiency and emissions reduction trends and are well positioned to capitalize on these developments with our fleet of Eco-design vessels. Our acquisition strategy includes to continue to build our fleet with Eco-design newbuildings or Eco-design second-hand vessels and with modern second-hand vessels that can be upgraded to Eco-mod. ​ We believe that the global energy transition will have a profound impact on the shipping industry, including the product and chemical tanker segments. While this transition will unfold over years, the impact is already being felt through anticipated Energy Efficiency Existing Ship Index and Carbon Intensity Indicator regulations and constraints on newbuilding ordering activity. ​ We are an integrated shipping company. Our fleet is technically managed by a combination of ASSIL and our 50% owned joint venture AASML. We have a resolute focus on both high-quality service and efficient operations, and we believe that our corporate overhead and operating expenses are among the lowest of our peers. ​ We are commercially independent, as we have no blanket employment arrangements with third-party or related-party commercial managers. Through our in-house chartering and commercial team, we market our services directly to a broad range of customers, including oil majors, national oil companies, oil and chemical traders, chemical companies, and pooling service providers. We monitor the tanker markets to understand how to best utilize our vessels and may change our chartering strategy to take advantage of changing market conditions. ​ Other than technical management services provided to us by our 50% joint venture AASML we have no related-party transactions concerning our vessel operations or vessel sale and purchase activities. ​ Certain of our wholly owned subsidiaries carry out our management and administrative services, with AMSA providing us with corporate and executive management services and associated functions, ASSIL providing corporate and accounting administrative services, as well as technical operations services and fleet administration, and ASA, and ASUSA providing our commercial management and chartering services. ​ In terms of our industry, commodity markets remain subject to heightened levels of uncertainty in connection with the recent U.S., Israel-Iran conflict, and the Russia-Ukraine conflict, which could give rise to regional or broader instability and has resulted in significant economic sanctions against Russia by the U.S., European nations, and other countries which, in turn, could increase uncertainty with respect to global financial markets and production from OPEC and other oil producing nations. Although the Hamas-Israel conflict so far has not had a direct material effect on the tanker industry, since mid-December 2023, Houthi rebels in Yemen have carried out numerous attacks on vessels in the Red Sea area. As a result of these attacks and the conflict in Iran, many shipping companies have routed their vessels away from transiting the Red Sea and the Strait of Hormuz, which has significantly affected trading patterns, rates and expenses. The U.S. military operations in Venezuela, including the U.S.’ recent seizures of certain sanctioned oil tankers calling on Venezuelan ports, has similarly added uncertainty in that region and caused some tankers to re-route or delay voyages. Further escalation, or expansion, of hostilities could continue to affect the price of crude oil and the oil industry, the tanker industry, demand for or services, and our business. ​ We expect continued demand from ongoing trends such as disruption and trading activity creating longer voyages getting refined products to markets, where needed. We expect continued product tanker demand growth in the year ahead, with global economic growth, and refinery activity away from points of consumption offsetting the initial impact of energy transition. ​ We believe that we are well positioned to benefit from a strong charter market, with our modern, fuel-efficient fleet, access to capital for growth, a diverse and high-quality customer base, an emphasis on service excellence in an increasingly demanding regulatory environment. ​ Please see Item 5 “Operating and Financial Review and Prospects – Recent Developments” for a description of certain of our recent transactions and developments. 34 Table of Contents ​ Fleet List ​ As of March 6, 2026, our fleet consists of 26 vessels, including 25 owned Eco-design vessels and one chartered-in vessel, all of which are in operation. The average age of our owned vessels at March 6, 2026, was 11.0 years. The following table lists our vessels in operation. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vessel Name ​ ​ ​ Type ​ ​ ​ Dwt Tons ​ ​ ​ IMO ​ ​ ​ Built ​ ​ ​ Country ​ ​ ​ Flag ​ ​ ​ Specification Ardmore Purpose* ​ Product/Chemical ​ 50,192 ​ 2/3 ​ Sep-2020 ​ Korea ​ MI ​ Eco-design Ardmore Gibraltar ​ Product/Chemical ​ 49,999 ​ 2/3 ​ Apr-2017 Korea SG Eco-design Ardmore Pursuit* ​ Product/Chemical ​ 49,709 ​ 2/3 ​ Feb-2017 ​ Korea ​ MI ​ Eco-design Ardmore Persistence* ​ Product/Chemical ​ 49,688 ​ 2/3 ​ Jan-2017 ​ Korea ​ MI ​ Eco-design Ardmore Seavaliant Product/Chemical 49,998 2/3 Feb-2013 Korea MI Eco-design Ardmore Seaventure Product/Chemical 49,998 2/3 Jun-2013 Korea MI Eco-design Ardmore Seavantage Product/Chemical 49,997 2/3 Jan-2014 Korea MI Eco-design Ardmore Seavanguard Product/Chemical 49,998 2/3 Feb-2014 Korea MI Eco-design Ardmore Sealion Product/Chemical 49,999 2/3 May-2015 Korea MI Eco-design Ardmore Seafox Product/Chemical 49,999 2/3 Jun-2015 Korea MI Eco-design Ardmore Seawolf Product/Chemical 49,999 2/3 Aug-2015 Korea MI Eco-design Ardmore Seahawk Product/Chemical 49,999 2/3 Nov-2015 Korea MI Eco-design Ardmore Endeavour Product/Chemical 49,997 2/3 Jul-2013 Korea MI Eco-design Ardmore Enterprise Product/Chemical 49,453 2/3 Sep-2013 Korea MI Eco-design Ardmore Endurance Product/Chemical 49,466 2/3 Dec-2013 Korea MI Eco-design Ardmore Encounter Product/Chemical 49,478 2/3 Jan-2014 Korea MI Eco-design Ardmore Explorer Product/Chemical 49,494 2/3 Jan-2014 Korea MI Eco-design Ardmore Exporter Product/Chemical 49,466 2/3 Feb-2014 Korea MI Eco-design Ardmore Engineer Product/Chemical 49,420 2/3 Mar-2014 Korea MI Eco-design T Matterhorn** ​ Product/Chemical ​ 47,981 ​ - ​ Dec-2010 ​ Japan ​ PA ​ Eco-mod Ardmore Dauntless Product/Chemical 37,764 2 Feb-2015 Korea MI Eco-design Ardmore Defender Product/Chemical 37,791 2 Feb-2015 Korea MI Eco-design Ardmore Cherokee Product/Chemical 25,215 2 Jan-2015 Japan MI Eco-design Ardmore Cheyenne Product/Chemical 25,217 2 Mar-2015 Japan MI Eco-design Ardmore Chinook Product/Chemical 25,217 2 Jul-2015 Japan MI Eco-design Ardmore Chippewa Product/Chemical 25,217 2 Nov-2015 Japan MI Eco-design Total 26 1,170,751 ​ ​ ​ ​ ​ ​ *Acquired during 2025 **Time chartered-in vessel ​ Business Strategy ​ Our primary objective is to solidify our position as a market leader in modern, fuel-efficient, mid-size product and chemical tankers by engaging in well-timed growth and utilizing our operational expertise and quality-focused approach to provide value-added services to our customers. Key elements of our business strategy include: ​ ● Disciplined capital allocation and well-timed growth. We have a diligent and patient approach to capital allocation and expanding our fleet and we are selective as to the quality of vessels we seek to acquire. We believe that our commitment and selectivity in growing our fleet has been instrumental in building our reputation for quality and service excellence. We also believe that financial flexibility and well-timed quality fleet growth is key to delivering superior returns. ​ ● Focus on modern high-quality, mid-size product and chemical tankers. We maintain a modern fleet, with all vessels built in high-quality yards in South Korea or Japan. The average sizes of our product and chemical tankers are substantially similar to the median sizes of the global fleets for product tankers and chemical tankers. 35 Table of Contents ​ ​ We have developed our strategic focus around mainstream tanker sizes that are readily employed and actively traded worldwide in broad and deep markets. As a result of the overlap between the product and chemical sectors, we believe that our fleet composition enables us to take advantage of opportunities, both operationally and strategically, while also providing investment diversification. This positioning supports our longer-term strategy to continue to expand our non-fossil-fuel cargo business. ​ ● Commercial independence, flexibility, and customer service. Through our in-house chartering and commercial team and our ship management joint venture arrangement, we have an integrated operating platform resulting in leading commercial and operational performance. We maintain a broad range of existing and potential spot customers, and potential time-charter customers, to maximize commercial flexibility and customer diversification. Maintaining outstanding customer service is a cornerstone of our business and we seek customers that value our active approach to fuel efficiency and service delivery. ​ ● Low cost structure. We have established a solid foundation for growth while cost-effectively managing our operating expenses and corporate overhead. We intend to grow our staff as needed and to realize further economies of scale as our fleet expands. At the core of our business philosophy is the belief that well-run companies can deliver high quality service and achieve efficiency simultaneously, through hands-on management, effective communication with employees, and constant re-evaluation of budgets and operational performance. ​ ● Innovation and fuel efficiency. We believe there is significant opportunity across our industry to continue improving vessel fuel efficiency. Our innovation focus is on achieving measurable performance gains today while preparing Ardmore for future industry developments. Across our fleet, we are optimizing fuel efficiency through a combination of advanced vessel design and operational enhancements. Our eco-design ships incorporate electronically-controlled engines, improved hull forms matched with energy-efficient propellers, and reduced resistance. We are building on this foundation with real-time engine diagnostics, operational performance monitoring, and a growing suite of technology-driven upgrades, including AI-supported voyage optimization, premium tank coatings, and a comprehensive hull-care programme supported by sensor-driven performance monitoring. ​ As part of our growth strategy, we regularly monitor, evaluate and enter into discussions regarding potential expansion opportunities, including through vessel and business acquisitions and joint ventures. We are selective in implementing our growth strategy and there is no assurance that any existing or future evaluations, discussions or negotiations relating to these opportunities will result in completed or successful transactions. 36 Table of Contents ​ Corporate Officers, Staff and Seafarers Biographical information with respect to each of our directors and executive officers is set forth in Item 6 (“Directors, Senior Management and Employees”) of this Annual Report. ​ As of December 31, 2025, we employed 57 full-time staff onshore. Through AASML, our 50%-owned joint venture ship manager, approximately 940 seafarers serve our fleet, including 496 officers and cadets and 444 crew. ​ Commercial management is provided directly by our in-house chartering and commercial team. ​ Customers ​ Our customers include national, regional, and international companies and all of our vessels but five are employed directly on the tanker spot market through our in-house chartering and commercial team. We may in the future seek to deploy more of our vessels on time charter arrangements or on the tanker spot market via third party commercial pool employment. We believe that developing strong relationships with the end users of our services allows us to better satisfy their needs with appropriate and capable vessels. ​ A prospective charterer’s financial condition, creditworthiness, and reliability track record are important factors in negotiating our vessels’ employment. ​ Competition ​ We operate in markets that are highly competitive and based primarily on supply and demand. We compete for charters on the basis of price, vessel location, size, age, and condition of the vessel, as well as our reputation. Ownership of tanker vessels is highly fragmented and is divided among publicly listed companies, state-controlled owners, and private ship-owners. ​ The International Product and Chemical Tanker Industry ​ The information and data contained in this section relating to the international product and chemical tanker shipping industry is of February 17, 2026 and have been provided by Drewry Maritime Services (Asia) Pte. Ltd. (“Drewry”) and is taken from Drewry’s database as of and other sources. Drewry has advised that: (i) some information in their database is derived from estimates or subjective judgments; (ii) the information in the databases of other maritime data collection agencies may differ from the information in their database. We believe all third-party data provided in this section, “The International Product and Chemical Tanker Industry,” was reliable as of February 17, 2026, this section has not been updated to reflect the actual or expected effects of the U.S., Israel-Iran conflict on the international product and chemical tanker industry. ​ The world tanker fleet is generally divided into four main categories of vessels based on the main type of cargo carried. These categories are crude oil, refined petroleum products (both clean and dirty products) – hereinafter referred to as products – chemicals (including vegetable oils and fats) and specialist products such as bitumen. There is some overlap between the main tanker types and the cargoes carried, which is explained in the table below. ​ ​ 37 Table of Contents ​ Principal Tanker Types and Main Cargoes Carried ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vessel Type ​ ​ ​ Ship Size - Dwt ​ ​ ​ Tank Type ​ ​ ​ IMO Status ​ ​ ​ Principal Cargo ​ ​ ​ Other Cargoes ULCC/VLCC 200,000+ Uncoated Non IMO Crude Oil ​ Suezmax 125,000 - 199,999 Uncoated Non IMO Crude Oil ​ Aframax 85,000 - 124,999 Uncoated Non IMO Crude Oil Refined Products - Dirty Panamax 55,000 - 84,999 Uncoated Non IMO Crude Oil Refined Products - Dirty ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Large Range 3 (LR3) 125,000-199,999 Coated Non IMO Refined Products Crude Large Range 2 (LR2) 85,000 - 124,999 Coated Non IMO Refined Products Crude Large Range 1 (LR1) 55,000 - 84,999 Coated Non IMO Refined Products Crude ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Medium Range (MR) 25,000 - 54,999 Coated IMO 2 Refined Products Chemicals/Veg Oils ​ 25,000 - 54,999 Coated IMO 3 Refined Products Chemicals/Veg Oils ​ 25,000 - 54,999 Coated Non IMO Refined Products ​ ​ ​ 25,000 - 54,999 Uncoated Non IMO Refined Products ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Small Range (SR) 10,000 - 24,999 Coated Non IMO Refined Products ​ ​ 10,000 - 24,999 Coated IMO 2 Refined Products Chemicals/Veg Oils ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stainless Steel Tankers 10,000 + Stainless IMO 2 Chemicals/Veg Oils Refined Products Specialist Tankers 10,000+ Uncoated/Coated Non IMO Various e.g. Bitumen ​ ​ Source: Drewry ​ In the product and chemical sectors, there are a number of vessels that can carry products as well as chemicals, representing a ‘swing’ element in supply in both of these markets. However, in practice, many vessels will tend to trade in either refined products or chemicals/vegetable oils and fats. ​ The Product Tanker Industry ​ Crude tankers are used to transport crude oil from production sites to consumption points, typically oil refineries in consuming countries. On the other hand, product tankers can carry both refined and unrefined petroleum products. This includes some crude oil, fuel oil, and vacuum gas oil (often called 'dirty products'), as well as gas oil, gasoline, jet fuel, kerosene, and naphtha (often referred to as 'clean products'). Tankers with no IMO certification, but with coated cargo tanks are designed to carry clean products, while tankers with IMO certification (normally IMO 2 or IMO 3) and coated cargo tanks are capable of carrying both clean products and chemicals/vegetable oils and fats. Given the facts mentioned above, a tanker with IMO 2 certification and with an average tank size in excess of 3,000 cubic meters (“cbm”) is typically classified as a product tanker, while a tanker with IMO 2 certification and an average tank size of less than 3,000 cbm is typically categorized as a chemical tanker. ​ In essence, products can be carried in coated non-IMO tankers and IMO-rated coated tankers. By this definition, the product capable tanker fleet consists of 44.2% of the total tanker fleet (above 10,000 dwt) in number terms. ​ The demand for product tankers is determined by world oil demand and trade, which is influenced by various factors, including economic activity, geographic changes in oil production, consumption and refinery capacity, oil prices, the availability of transport alternatives (such as pipelines), and sanctions and inventory policies of nations and oil trading companies. ​ Global Oil Demand and Supply ​ Global Oil Demand ​ Oil continues to be a vital component of the energy mix. Despite some short-term fluctuations, oil demand continues to increase globally, driven by several key factors including economic growth, industrial expansion, urbanization and the growth of the petrochemical industry. ​ 38 Table of Contents ​ From 2010 to 2019, there was a steady increase in global oil demand. Demand grew from approximately 84.8 million barrels per day in 2010 to around 100.3 mbd in 2019. This period was characterized by a consistent rise in consumption, particularly in Asia, where rapid industrialization and urbanization fueled the demand for energy. ​ The COVID-19 pandemic led to a significant decline in demand in 2020, as lockdowns and travel restrictions were implemented worldwide. However, demand rebounded in 2021 as restrictions eased and economies began to recover. This recovery extended through 2022 and 2023, fueled by rising personal mobility and stronger economic activity, with demand rebounding above pre-COVID levels. In 2024, the pace of growth slowed, particularly in China, due to a weaker economy and a decrease in vehicular fuel consumption as electric vehicles became more prevalent. ​ Global oil demand grew 0.8% year-on-year in 2025, supported by an improving macroeconomic and trade environment. Lower oil prices in the second half of the year, combined with rising consumption in non‑OECD markets, have underpinned demand, particularly for transport fuels and petrochemical feedstocks. Strong end of year demand prompted the IEA to revise its 2026 forecast, now pointing to similar consumption growth relative to 2025, with falling oil prices providing additional support. ​ Looking further ahead, the IEA’s 2025 World Energy Outlook (Current Policies Scenario) projects that continued demand from petrochemicals, aviation, and heavy transport will drive global oil consumption to 105 mbd by 2035 and 113 mbd by 2050. Nearly all of the growth in oil demand is expected to take place in emerging markets and developing economies, with some of the biggest increases expected in India, Southeast Asia, and Africa, where rising vehicle ownership, expanding petrochemical production, and increasing air travel are projected to support sustained oil use well into mid-century. ​ Global Oil Supply ​ Global oil supply increased from 83.2 million barrels per day in 2010 to 100.6 million barrels per day in 2019, primarily due to a sharp rise in crude oil production from the Americas. U.S. specific crude oil supply has benefited from a ramp up in shale oil production. The U.S. shale revolution, driven by horizontal drilling and hydraulic fracturing, allowed the U.S. to become a net producer of oil by 2013. Growing surpluses prompted Congress to lift the 40-year crude export ban in 2015, opening international markets. Since then, U.S. crude exports have grown at a CAGR of 8.4% from 2016–25, supported by a 4.8% CAGR in production and accelerated in recent years by higher global demand following Russian sanctions, releases from U.S. emergency reserves, and continued domestic output. ​ Global oil production plunged in 2020, falling by roughly 6.5%, as the COVID-19 pandemic triggered an unprecedented collapse in demand and widespread lockdowns curtailed industrial activity and transportation. The disruption forced producers to sharply cut output, leading to one of the steepest annual declines in recent history. However, production rebounded in 2021 and 2022, as demand recovered, economies reopened, and OPEC+ and non-OPEC producers gradually restored supply, bringing global output back toward pre-pandemic level. ​ Oil supply growth in 2023 and 2024 was overwhelmingly driven by non-OPEC producers, led by the U.S., alongside strong gains from Brazil, Guyana, and Canada. Over the same period, OPEC supply was broadly constrained, as the group prioritized price management and largely maintained voluntary production cuts rather than restoring output. By 2025, global oil supply had risen to 106.2 mbd, an increase of around 3 mbd year-on-year, with more than half of the incremental capacity coming from the producers in the Americas, alongside a more modest contribution from OPEC. ​ Looking ahead, global supply is projected to increase by approximately 2.4 mbd in 2026, reflecting continued capacity additions and the gradual unwinding of earlier voluntary OPEC production cuts. This sustained expansion highlights the resilience of global oil production, supporting market liquidity and refinery utilization in the near term. The emerging supply surplus is already contributing to higher Chinese stockpiling and increased use of floating storage. ​ ​ ​ 39 Table of Contents ​ Further out, non-OPEC supply is projected to increase by a cumulative 4 mbd by 2035, before broadly plateauing through to 2050. OPEC production is expected to rise more materially, reaching approximately 51 mbd by 2035 and 63 mbd by 2050. Saudi Arabia is anticipated to underpin much of this growth through continued development of new onshore and offshore capacity. ​ ​ U.S. Crude Oil Production and U.S. Product Exports ​ ​ *Source: JODI ​ Product Tanker Demand ​ Product tanker demand is influenced by several factors, including economic activity, demand for refined products, arbitrage trading, and global trade patterns. In addition, geopolitical events, such as conflicts and sanctions, as well as environmental regulations and the availability of transport alternatives can significantly impact trade routes and demand. Compared to crude oil trade, product tanker demand tends to be more stable and less volatile, supported by consistent growth in refined product shipments. ​ Historical Context ​ Between 2010 and 2019, oil demand growth and shifting refinery capacities helped drive product tanker ton-mile demand at a CAGR of 2.8%. The COVID-19 pandemic severely disrupted demand in 2020 as widespread lockdowns curtailed industrial activity and transportation, leading to an 8.9% decline in ton-mile demand that year. ​ The market rebounded strongly in 2022 and 2023, with overall seaborne tanker trade growing approximately 2.3% per year on average and ton-miles growing by 4.2% on average. This surge was fueled by China’s post-COVID reopening, healthy demand in developing Asian and Latin American markets, and firm vegoil demand from India and China. Importantly, the Russia-Ukraine conflict and the subsequent EU embargo on Russian refined products reshuffled trade patterns, forcing long-haul shipments between Europe, Asia, and the Middle East. ​ ​ ​ ​ 40 Table of Contents ​ Current Market Dynamics ​ In 2024, product tanker trade volumes declined by 1.4%, as economic headwinds in the West and China softened oil demand. Specifically, challenging economic conditions in China, Japan, and Taiwan weighed on naphtha trade, while lackluster industrial activity dampened diesel demand. This was partially offset by rising jet fuel demand. Despite this slowdown in volume, ton-mile demand remained robust, growing by 0.8%, primarily due to the ongoing re-routing of vessels via the Cape of Good Hope to avoid Red Sea disruptions, significantly extending voyage distances. ​ Product tanker ton-mile demand contracted in 2025 by 1.7% with product tanker trade volumes falling 2.1%. European refinery closures weighed on exports, while expanding capacity in Nigeria and Mexico reduced domestic import needs. In Asia, higher Chinese fuel oil duties and petrochemical plant closures in Southeast Asia dampened demand. Slower diesel consumption in Europe, driven by weak economic growth and a shift toward gasoline and hybrid EVs, offset gains in naphtha and jet fuel trades. Looking to 2026, product volumes are forecasted to grow 1.5%, with ton-miles increasing 1.6%. Diesel volumes are expected to grow in 2026, supported by consumption in the US, and Non-OECD regions, specifically Asia and India. Meanwhile, naphtha and jet fuel trades will continue to strengthen due to rising demand for petrochemicals and increasing penetration of airports in emerging countries. Ton-mile growth is expected to remain broadly in line with trade growth amid stable trade patterns. ​ ​ World Seaborne Tanker Trade Volumes ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Crude Oil ​ ​ ​ Oil Products ​ ​ ​ Chemicals ​ ​ ​ Total ​ ​ ​ Global GDP (IMF) Year ​ ​ ​ Million tons ​ ​ ​ % y-o-y ​ ​ ​ Million tons ​ ​ ​ % y-o-y ​ ​ ​ Million tons ​ ​ ​ % y-o-y ​ ​ ​ Million tons ​ ​ ​ % y-o-y ​ ​ ​ % y-o-y 2015 1,974 ​ 3.7% ​ 963 ​ 5.3% ​ 266 ​ 5.4% ​ 3,202 ​ 4.3% ​ 3.5% ​ 2016 2,060 ​ 4.4% ​ 999 ​ 3.8% ​ 267 ​ 0.6% ​ 3,327 ​ 3.9% ​ 3.4% ​ 2017 2,121 ​ 2.9% ​ 1,043 ​ 4.3% ​ 287 ​ 7.3% ​ 3,450 ​ 3.7% ​ 3.8% ​ 2018 2,116 ​ -0.2% ​ 1,055 ​ 1.1% ​ 298 ​ 3.9% ​ 3,468 ​ 0.5% ​ 3.6% ​ 2019 2,080 ​ -1.7% ​ 1,036 ​ -1.8% ​ 308 ​ 3.5% ​ 3,424 ​ -1.3% ​ 2.8% ​ 2020 1,885 ​ -9.4% ​ 931 ​ -10.1% ​ 304 ​ -1.4% ​ 3,120 ​ -8.9% ​ -3.1% ​ 2021 1,858 ​ -1.4% ​ 999 ​ 7.3% ​ 313 ​ 3.0% ​ 3,171 ​ 1.6% ​ 5.9% ​ 2022 1,955 ​ 5.2% ​ 1,015 ​ 1.6% ​ 301 ​ -3.8% ​ 3,272 ​ 3.2% ​ 3.4% ​ 2023 2,002 ​ 2.4% ​ 1,046 ​ 3.1% ​ 304 ​ 0.9% ​ 3,353 ​ 2.5% ​ 3.0% ​ 2024 1,984 ​ -0.9% ​ 1,031 ​ -1.4% ​ 308 ​ 1.1% ​ 3,323 ​ -0.9% ​ 3.3% ​ 2025* 2,045 3.1% ​ 1,010 -2.1% ​ 310 0.8% ​ 3,365 1.3% ​ 3.2% ​ 2026F ​ 2,063 ​ 0.9% ​ 1,030 ​ 2.0% ​ 317 ​ 2.2% ​ 3,410 ​ 1.3% ​ 3.1% ​ ​ * Provisional estimates ​ Note: Provisional number. Historical trade numbers have been revised based on changes in the number of reported countries, changes in trade estimates for some of the reported countries, etc. ​ Source: Drewry, IMF ​ ​ ​ ​ 41 Table of Contents ​ Seaborne Product Trade and Ton-Mile Demand ​ ​ * Provisional estimates ​ Source: Drewry ​ ​ Global Refining Trends ​ Structural Shifts and Trade Impact ​ Over the past five years, global refining has undergone a structural shift defined by two opposing trends: rapid capacity expansion in Asia and the Middle East, and widespread refinery closures in the developed regions such as Europe, Australia, Japan, and the U.S. New export-oriented refineries in India, Saudi Arabia, and China have consolidated these regions' positions as major exporters. These modern facilities are highly competitive, technically advanced, and capable of processing cheaper sour crude oil, giving them a distinct advantage over older plants in the aforementioned developed regions. ​ Conversely, poor margins and environmental pressures have forced closures across Europe, Japan, the U.S., and Australia. This disparity has fundamentally altered trade routes. As local capacity dwindles, developed economies are increasingly relying on long-haul imports, such as shipments from the West Coast of India to Europe and from Asia to the U.S. West Coast. A prime example is Australia, where the conversion of refineries into import terminals has necessitated increased supply from Singapore and intra-Asian trade. ​ Historical Throughput (2010–2025) ​ Between 2010 and 2019, OECD refining patterns diverged: throughput rose 6.5% in the Americas and 1.5% in Asia Oceania but fell 0.5% in Europe. By 2019, the OECD accounted for 46.6% (38.1 mbd) of global throughput. However, the COVID-19 pandemic caused a severe 13.4% contraction in 2020. While refinery runs recovered in 2021–2023 driven by Chinese expansion and post-pandemic demand, growth moderated in 2024 as refinery expansions in China and Latin America slowed. Growth in 2025 was in line with broader oil demand growth. ​ 42 Table of Contents ​ ​ ​ Refinery Throughput (1) 2015-2025 (‘000 Barrels Per Day) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2015 ​ ​ ​ 2016 ​ ​ ​ 2017 ​ ​ ​ 2018 ​ ​ ​ 2019 ​ ​ ​ 2020 ​ ​ ​ 2021 ​ ​ ​ 2022 ​ ​ ​ 2023 ​ ​ ​ 2024 ​ ​ ​ 2025* OECD Americas 18,850 ​ 18,960 ​ 19,290 ​ 19,400 ​ 19,100 ​ 16,500 ​ 17,800 ​ 18,700 ​ 18,700 ​ 19,100 19,200 OECD Europe 11,900 ​ 11,920 ​ 12,300 ​ 12,100 ​ 12,200 ​ 10,700 ​ 11,000 ​ 11,500 ​ 11,400 ​ 11,300 11,200 OECD Asia Oceania 6,700 ​ 6,890 ​ 7,200 ​ 7,000 ​ 6,800 ​ 5,900 ​ 5,800 ​ 6,100 ​ 5,800 ​ 5,700 5,600 FSU 6,850 ​ 6,880 ​ 6,880 ​ 7,000 ​ 6,800 ​ 6,400 ​ 6,700 ​ 6,400 ​ 6,500 ​ 6,300 6,200 Non-OECD Europe 500 ​ 500 ​ 570 ​ 600 ​ 600 ​ 400 ​ 400 ​ 500 ​ 400 ​ 500 500 China 10,400 ​ 10,790 ​ 11,830 ​ 12,000 ​ 13,000 ​ 13,400 ​ 14,400 ​ 13,700 ​ 14,800 ​ 14,500 14,800 Other Asia 10,000 ​ 10,380 ​ 10,440 ​ 10,600 ​ 10,300 ​ 9,200 ​ 9,600 ​ 10,300 ​ 10,500 ​ 10,600 10,600 Latin America 4,550 ​ 4,200 ​ 3,830 ​ 3,500 ​ 3,200 ​ 3,000 ​ 3,200 ​ 3,400 ​ 3,600 ​ 3,700 3,700 Middle East 6,450 ​ 6,810 ​ 7,520 ​ 8,000 ​ 7,700 ​ 6,900 ​ 7,600 ​ 8,100 ​ 8,700 ​ 9,400 9,600 Africa 2,250 ​ 2,090 ​ 1,920 ​ 2,100 ​ 2,000 ​ 1,900 ​ 1,900 ​ 1,800 ​ 1,600 ​ 1,900 2,000 Total 78,450 79,420 81,780 82,300 81,700 74,300 78,400 80,500 82,000 83,000 83,400 (1)The difference between oil consumption and refinery throughput is accounted for by condensates, output gains, direct burning of crude oil and other non-gas liquids. *Provisional estimates Source: IEA ​ Capacity Outlook (2024–2029) ​ The migration of capacity toward non-OECD regions is set to continue. In 2025, new capacity additions in China (0.39 mbd), Middle East (0.15 mbd), Other Asia (0.04 mbd), and Africa (0.03 mbd), contrasted with the phase-out of nearly 0.59 mbd in OECD countries. From 2026 to 2030, total anticipated capacity additions are projected at 2.38 mbpd, a 2.3% increase over 2025 levels. This growth continues the decade-long trend seen in China and India, where capacities grew by 25.8% and 21.5% respectively between 2015 and 2025. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 43 Table of Contents ​ Planned Additions to Global Refining Capacity(1) ​ (Million Barrels Per Day) ​ ​ (1)Assumes all announced plans go ahead as scheduled ​ Source: IEA ​ 44 Table of Contents ​ China and India – Refining Capacity(1) ​ (‘000 Barrels Per Day) ​ ​ (1) Capacity for 2023 to 2027 assumes all announced plans go ahead as scheduled ​ Source: BP, IEA ​ ​ Product Tanker Supply ​ Fleet Composition and Orderbook ​ The global product tanker fleet is classified as any non-stainless steel/specialized tanker between 10,000 dwt and 55,000 dwt, as well as coated and other ‘product-capable’ vessels over 55,000 dwt. As of December 31, 2025, the world product tanker fleet consisted of 3,425 vessels with a combined capacity of 202.4 million dwt. MR vessels account for 56.4% of the product tanker fleet with a total capacity of 114.1 million dwt. ​ As of December 31, 2025, the MR product tanker orderbook was 318 vessels totaling 15.3 million dwt. The MR orderbook as a percentage of the existing MR fleet, in terms of dwt, was 13.4% compared with close to 50% at the last peak in 2008. Based on scheduled deliveries, 7.2 million dwt of MR product tankers are due for delivery in 2026, a further 5.1 million dwt in 2027, 2.2 million dwt in 2028 and 0.9m dwt in 2029 and future years. The MR fleet is expected to grow by 6.3% in 2026 and 4.2% in 2027, assuming no scrapping. However, actual fleet growth may be lower due to 'slippage' (delays in construction) and cancellations, which historically impact 10-15% of the scheduled orderbook. ​ Demolition Activity ​ The other factor that will affect future supply is demolition activity. The volume of scrapping is primarily a function of the age profile of the fleet, scrap prices in relation to the current and prospective charter market conditions, operating, repair and survey costs, and environmental regulations. Following low scrapping activity in 2019 and 2020, demolition surged in 2021 in response to relatively weak crude and product tanker earnings with 139 tankers totaling 10.3 million dwt sold to scrapyards (including 48 MR tankers totaling 2.0 million dwt). High tanker rates in 2022 curbed demolitions with 41 tankers totaling 3.1 million dwt demolished (including 12 MR tankers totaling 0.5 million dwt). 45 Table of Contents ​ High freight rates kept the demolitions muted in 2023 with 11 tankers totaling 0.3 million dwt demolished (including 6 MR tankers totaling 0.2 million dwt). Demolitions remained muted in 2024 with 9 tankers totaling 1.1 million dwt demolished (1 MR tanker). A total of 37 tankers (totaling 2.4 million dwt) were demolished in 2025 (4 MR tankers). Although demolitions started the year at a relatively higher pace compared to 2024, activity tapered off sharply after the second quarter of 2025. ​ In the long run, regulations may squeeze tonnage availability due to scrapping of older non-complaint vessels and slow steaming. In addition, these regulations may also lead to increased scrapping and fleet renewal. ​ ​ World Tanker Fleet and Orderbook: December 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Orderbook Delivery Vessel Type/Class ​ Fleet ​ ​ ​ Orderbook ​ ​ ​ Schedule (M Dwt) ​ ​ ​ ​ Number ​ ​ ​ M Dwt ​ ​ ​ Size dwt ​ ​ ​ Number ​ ​ ​ M Dwt ​ ​ ​ % Fleet Dwt ​ ​ ​ 2026 ​ ​ ​ 2027 ​ ​ ​ 2028 ​ ​ ​ 2029+ ULCC/VLCC 908 279.7 200,000+ 156 48.1 17.2% ​ 10.5 18.8 15.2 3.7 Suezmax 668 104.9 125,000-199,999 152 23.9 22.8% ​ 7.1 9.1 6.7 0.9 Aframax (Uncoated) 692 76.3 85,000-124,999 44 5.0 6.6% ​ 1.0 2.3 1.5 0.2 Panamax (Uncoated) 71 5.0 55,000-84,999 2 0.1 2.6% ​ 0.1 0.0 0.0 0.0 Crude Tankers 2,339 465.8 ​ 354 77.2 ​ 16.6% ​ 18.7 30.2 23.4 4.9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Large Range 3 (LR3) 20 3.2 125,000-199,999 0 0.0 ​ 0.0% ​ 0.0 0.0 0.0 0.0 Large Range (LR2) 508 56.3 85,000-124,999 167 19.1 ​ 33.9% ​ 6.8 7.3 7.3 1.0 Large Range 1 (LR1) 393 28.7 55,000-84,999 68 5.0 ​ 17.5% ​ 1.8 2.2 2.2 0.2 LR Product Tankers 921 88.2 ​ 235 24.1 ​ 27.3% ​ 8.6 9.5 9.5 1.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coated IMO 2 1,356 62.9 25,000-54,999 240 11.7 ​ 18.6% ​ 5.9 3.1 1.9 0.9 Coated IMO 3 & Non IMO Coated/Uncoated 1,148 51.3 25,000-54,999 78 3.6 ​ 7.1% ​ 1.3 2.0 0.3 0.0 Total MR 2,504 114.1 ​ 318 15.3 ​ 13.4% ​ 7.2 5.1 2.2 0.9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Small Range 1,100 16.4 10,000-24,999 145 2.4 ​ 14.9% ​ 1.8 0.6 0.1 0.0 Stainless Steel Tankers 883 19.7 10,000+ 225 5.7 ​ 28.7% ​ 2.3 2.1 1.0 0.2 Total All Tankers 7,747 704.3 ​ 1,277 124.7 ​ 17.7% ​ 38.7 47.5 36.2 7.2 ​ Source: Drewry ​ Impact of Regulations ​ IMO GHG Strategy ​ At the MEPC 80 session in July 2023, the IMO revised its Greenhouse Gas (GHG) emission reduction targets in line with the Paris Agreement, setting more ambitious targets compared to its 2018 initial GHG strategy. The organization now aims for net-zero emissions from the shipping industry by 2050. IMO has added two indicative checkpoints for GHG reduction – i) to reduce the total annual GHG emissions from international shipping by at least 20%, striving for 30% in 2030, compared to 2008 and ii) to reduce the total annual GHG emissions from international shipping by at least 70%, striving for 80% by 2040, compared to 2008. In addition, targets have been set for 2030: Reduction of CO2 emission per transport work, by at least 40% compared to 2008, and an uptake in zero or near-zero GHG emission fuels by at least 5% striving for 10%. ​ ​ ​ 46 Table of Contents ​ Achieving these targets will require a combination of setting energy efficiency requirements, energy saving technologies, and encouraging shipowners to use alternative fuels such as biofuels, and electro/synthetic fuels such as hydrogen or ammonia. It may also include limiting the speed of ships. Currently, there is uncertainty regarding the exact measures that the IMO will undertake to achieve these targets. ​ IMO-related uncertainty is a key factor preventing ship owners from placing new orders, as the vessels with conventional propulsion systems may have a high environmental compliance cost and possibly faster depreciation in asset values in the future. Some ship owners have decided to manage this risk by ordering LNG/methanol fueled ships to comply with stricter regulations that may be announced in the future. ​ The IMO concluded MEPC 80, addressing the current GHG measures and an additional basket of mid-term measures, including an economic and technical measure. The economic measure is expected to come in the form of a GHG levy and the technical measure will introduce a Goal Based Fuel Standard (GFS), which will assess the fuels that are used onboard on a life cycle basis according to the life cycle GHG intensity of marine fuels guidelines. ​ In a landmark decision at MEPC 83, which concluded on 11 April 2025, the IMO approved the draft recommendations for the “Net Zero Framework” (NZF) under MARPOL Annex VI, introducing mid-term measures to reduce GHG emissions from ships. The regulation includes a tightening cap on fuel’s GHG intensity and a mechanism where non-compliant vessels must purchase remedial units. ​ However, in October 2025, the IMO voted to delay the adoption of draft amendments to MARPOL Annex VI, including the IMO Net-Zero Framework, during the extraordinary session of the Marine Environment Protection Committee (MEPC). The delay in adopting the NZF slows the journey to achieving net-zero emissions. Although the decision to adopt the ‘Net-Zero Framework’ has been postponed by a year, the IMO’s overall GHG strategy (2023) remains in place, and decisions will continue to consider the GHG emission-reduction targets outlined in the strategy. Existing short-term measures, including the CII regulation, or Carbon Intensity Indicator, which measures the CO2 emitted per cargo-carrying capacity and nautical mile, will remain and be strengthened as needed, with the recent updates confirming the CII reduction factors up to 2030 (21.5% reduction in 2030). ​ The delay in adopting the ’Net-Zero Framework’ has undoubtedly created uncertainty, leaving several strategic decisions on hold, particularly for smaller shipowners that were awaiting regulatory clarity to guide their investments. Nevertheless, many stakeholders with internal decarbonization targets continue to advance their transition plans, supported by emerging financial mechanisms such as “Green/Transition Finance framework” and the “Fund for Energy Efficiency Technologies (FEET)”. In parallel, regional initiatives, most notably within the EU, are compelling vessels calling at their ports to comply with decarbonization measures, generating valuable insights and data that can strengthen future IMO policymaking. ​ IMO 2020 Regulation on Low Sulfur Fuel IMO 2020 regulations on low sulfur fuel came into force on January 1, 2020. For many years, high sulfur fuel oil (“HSFO”) has been the main fuel of the shipping industry. It is relatively inexpensive and widely available but has a high sulfur content and is the reason that maritime shipping accounted for 8% of global emissions of sulfur dioxide (“SO2”) prior to 2020, a significant source for acid rain as well as respiratory diseases. IMO 2020 regulation aimed at lowering the emission of SO2 by either allowing shipping companies to use low-sulfur fuel oil (“LSFO”) or installing scrubbers and continuing to use HSFO. Many shipowners, particularly with larger vessel sizes such as VLCC, installed scrubbers, while others opted for using LSFO. ​ EU ETS and FuelEU ​ In addition to IMO regulations, the EU has implemented a set of measures including the EU Emissions Trading System (“EU ETS”) and the FuelEU Maritime (FEM) Initiative. The EU ETS includes 100% of emissions from voyages and port calls within the EU and 50% of emissions from voyages between an EU port and a non-EU country. In addition, Methane (CH4) and Nitrous oxide (N2O) are included in emissions calculation from 2026. The EU ETS provides rules regarding GHG intensity with respect to energy used on-board all ships arriving in the EU. 47 Table of Contents ​ It aims to reduce net GHG emission by at least 55% by 2030 and make climate neutrality by 2050 legally binding. All ship owners trading in European waters will need to comply with these regulations. ​ The European Union's FuelEU Maritime Regulation, which came into effect on January 1, 2025 established a framework for decarbonizing the maritime industry within the European Union and European Economic Area (EEA). It dictates mandatory reductions in the yearly average greenhouse gas (GHG) intensity of energy used aboard ships operating in these regions. This reduction applies to the vessel's entire energy lifecycle, encompassing "well-to-wake" emissions. This comprehensive approach includes emissions associated with fuel extraction, cultivation, production, transportation, and onboard usage. FEM sets limits on the GHG intensity of energy used onboard ships without prescribing any particular fuel or technology. These limits are set in relation to a reference value, corresponding to the fleet average GHG intensity of energy used onboard ships in 2020, based on verified EU MRV data. 91.16 G CO2 eq/MJ is the reference value of GHG intensity of energy used, which is reduced based on the following criteria: 2% in 2025, 6% in 2030, 14.5% in 2035, 31% in 2040, 62% in 2045 and 80% in 2050. ​ Ships will be required to undertake a combination of initiatives in order to comply with environmental regulations. These may range from switching to low/zero carbon alternative fuels, paying carbon taxes, retrofitting energy-saving devices, propulsion improvement devices as well as voyage optimization techniques. The emission control regulations could slow the speed of the vessels in the next few years. Consequently, this will lead to a reduction in the availability of ships and therefore, in the short- to medium-term, will benefit ship owners with younger fleets as charter rates should potentially increase. ​ Besides the IMO regulations, the decarbonization of shipping is being propelled by various state and non-state stakeholders of the shipping industry. In recent years, there have been several developments such as the Sea Cargo Charter, Poseidon Principles for ship finance banks and Poseidon Principles for Marine Insurance. In addition, there have been several industry-led initiatives to facilitate movement towards low/zero-carbon shipping such as Getting to Zero Coalition, The Castor Initiative for Ammonia, the Global Centre for Maritime Decarbonization, and the Mærsk Mc-Kinney Møller Center for Zero Carbon Shipping. ​ EEXI and CII ​ In June 2021, the IMO adopted amendments to the International Convention for the Prevention of Pollution from ships, that will require vessels to reduce their greenhouse gas emissions. These amendments are a combination of technical and operational measures and came into force on November 1, 2022, with the requirements for EEXI (Energy Efficiency Existing Ship Index) and CII (Carbon Intensity Indicator) certification, effective January 1, 2023. These will be monitored by the flag administration and corrective actions will be required in the event of constant non-compliance. A review clause requires the IMO to review the effectiveness of the implementation of the CII and EEXI requirements, by January 1, 2026, at the latest. ​ EEXI is a technical measure and applies to ships above 400 Gross Tonnage (GT). It is a design parameter that assesses the potential carbon intensity of the vessels. It indicates the energy efficiency of the ship compared to a baseline and is based on a required reduction factor (expressed as a percentage relative to the Energy Efficiency Design Index (“EEDI”) baseline). As per Drewry’s analysis, most vessels will have to undergo Engine Power Limitation (EPL) to comply with the design parameter required by EEXI regulation. EPL will cap the maximum speed at which the vessel can operate. Since the vessel operating speeds in 2022 were lower than the maximum speed after EPL, it is unlikely that the EEXI regulation will have a significant impact on vessel operations. ​ CII is an operational measure which specifies carbon intensity reduction requirements for vessels with 5,000 GT and above. The CII determines the annual reduction factor needed to ensure continuous improvement of the ship’s operational carbon intensity within a specific rating level. The operational carbon intensity rating would be given on a scale of A, B, C, D, or E indicating a major superior, minor superior, moderate, minor inferior, or inferior performance level, respectively. The performance level would be recorded in the ship’s Ship Energy Efficiency Management Plan (“SEEMP”). ​ 48 Table of Contents ​ A ship rated D for three consecutive years or E would have to submit a corrective action plan to show how the required index (C or above) could be achieved. To reduce carbon intensity, ship owners can switch from oil to alternative fuels such as LNG or methanol. Some marine fuels such as ammonia and hydrogen have zero-carbon content. Other options to improve energy efficiency include propeller upgrading/polishing, hull cleaning/coating and retrofitting vessels with the wind-assisted propulsion systems. Reducing ship speeds also helps in complying with the regulations as it lowers fuel consumption, and it is easy to implement. ​ IMO is reviewing the short-term measures in two phases. The first phase of CII review has been completed as planned. The second phase of the CII review will extend beyond 2026 and have various objectives under its work plan. These objectives mainly aim at considering proposals to ensure synergies between the IMO carbon intensity/energy efficiency framework and the IMO Net-Zero Framework with a view to finalization as soon as possible, further consider the development of other CII metrics, consider further concrete proposals for CII correction factors and/or reference line adjustments, if any, among others. However, the current CII framework has not had a measurable impact on the tradability of our fleet. ​ Alternative Fuels for Shipping ​ As mentioned, the IMO aims for net-zero emissions from the shipping industry by 2050. This can’t be achieved with existing fuels and so has encouraged innovation in alternative fuels. ​ The IMO has also been planning other technical and operational measures in order to meet emission targets. Alternative fuels like LPG and methanol are mainly used on vessels carrying these as cargo, while LNG is used as a fuel in LNG carrying vessels and also in other vessels. While hydrogen is in the initial stages of development as a marine fuel, ammonia as a marine fuel is making slow progress due to skepticism regarding its toxicity. ​ LNG is expected to remain a preferred alternative fuel in the near to medium term due to its availability. However, LNG is a fossil fuel and is unable to meet the IMO 2050 decarbonization target. Another drawback is that LNG propulsion requires an LNG capable engine which would require additional capex and increased fuel storage space. Biofuel is another potential alternative fuel because it requires no major engine modification, and therefore, no significant additional capex is required. ​ Energy Transition ​ While the global energy system is gradually shifting toward lower‑carbon sources, fossil fuels continue to play a dominant role. Their overall share has edged down only slightly - from 87.0% in 2023 to 86.6% in 2024 - with oil’s share easing from about 34.0% to 33.6% over the same period. Even as electric‑vehicle adoption accelerates through improved affordability and expanded charging infrastructure, demand for oil and refined products is expected to remain robust. Growth in industrial activity, aviation, heavy transport, and petrochemical feedstocks will continue to underpin consumption. In addition, demand for products such as naphtha and jet fuel is expected to remain resilient, even as decarbonization efforts shape long‑term trends, supporting ongoing global trade in crude and refined petroleum products. ​ The Product Tanker Freight Market ​ Historical Context ​ Prior to 2020, freight rates were primarily driven by inventory cycles, shifting trade flows, and regulatory changes like IMO 2020, which boosted diesel trade. Geopolitical events, such as U.S. sanctions, led to periods of temporary volatility. The onset of the COVID-19 pandemic in 2020 triggered unprecedented turbulence; initial lockdowns led to a sharp decline in oil demand, forcing a surge in floating storage that temporarily spiked freight rates. However, as production cuts took hold and onshore inventories stabilized, vessel earnings collapsed, with former storage vessels re-entering the trading fleet. ​ 49 Table of Contents ​ Then the market underwent a structural shift following the start of the Russia-Ukraine conflict in 2022. The EU embargo and price caps on Russian products forced a redirection of trade: short-haul Europe-Russia routes were replaced by long-haul flows between Europe, the Middle East, and the U.S., while Russian volumes diverted to Turkey and Brazil. This massive increase in ton-mile demand, combined with recovering post-pandemic oil consumption, sustained high freight rates throughout 2023, and into early 2024 where geopolitical disruptions such as Red Sea re-routings and issues transiting the Suez Canal continued to lengthen voyages and supported ton-mile demand for product tankers. ​ Current Market Dynamics ​ After easing into early 2025, product tanker rates recovered and strengthened consistently through the year, underpinned by record product volumes and robust product tanker demand. In the first half of the year, growing oil supply and healthy global refining margins drove increased throughput and trading activity. In the second half, scrapping of product tankers ticked up slightly, while high crude fleet utilization tightened overall tanker supply. Elevated aframax rates further encouraged LR2s to continue trading dirty products, reinforcing favorable market dynamics across the product sector. ​ Continued demand growth, in addition to geopolitical developments and evolving sanctions may support product tanker freight rates going forward, as shifting trade flows continue to reshape ton-mile demand. Transatlantic voyages remain a key employment route for MRs, and the outlook is expected to be influenced by the EU’s 20th sanctions package which was presented in early February 2026, proposing a full maritime service ban on Russian cargos. ​ The chart below illustrates the trend in MR spot and time charter rates from January 2015 to December 2025. ​ ​ ​ ​ ​ ​ MR Product Tanker Freight Rates (U.S.$ Per Day) ​ ​ Source: Drewry, Note – 1 Year Timecharter rates are for Eco MR vessels 50 Table of Contents ​ Asset values ​ Product tanker asset values have fluctuated over time, closely linked to the charter market. ​ Newbuild Asset Values ​ After declining between 2008 and 2020, newbuilding prices began to recover in 2021. This shift was driven by shipyards’ increased bargaining power as a result of strong orderbooks across other shipping segments. The upward trend continued in 2022 and 2023, driven by inflation, rising raw material costs, and labor shortages. In 2024, newbuilding prices surged, to reach an all-time high in October. Newbuilding prices softened slightly in 2025 due to lower contracting and yard space becoming available as they delivered orders from other segments. ​ Second-Hand Asset Values ​ The second-hand sale and purchase market has generally mirrored the trajectory of newbuilding prices and freight rates. Following their 2008 peak, the global financial crisis triggered a steep drop in freight rates and asset values, which bottomed around 2010. The second‑hand market remained subdued until rebounding in 2022, driven by surging post‑pandemic trade, tighter fleet utilization, high demolition prices, and rising newbuild costs. In 2023, strong charter rates further boosted values as owners sought prompt tonnage. By August 2024, a five-year-old MR product tanker was valued at estimated $50.5 million. In line with a softening in rates at the beginning of 2025, second hand values pulled back slightly, before strengthening from mid-2025 to year end. ​ MR Product Tankers: Freight Rate and Asset Value Summary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Spot TCE ​ ​ ​ Time charter (U.S.$/day) ​ ​ ​ Asset Prices (U.S.$million) Period Averages ​ ​ ​ (US$/day) ​ ​ ​ 1 Year ​ ​ ​ 3 Year ​ ​ ​ Newbuild ​ ​ ​ 5 Year Old 2015 18,375 ​ 17,271 ​ 16,458 ​ 36.1 ​ 25.8 2016 9,767 ​ 15,125 ​ 15,354 ​ 33.1 ​ 24.8 2017 9,158 ​ 13,188 ​ 14,333 ​ 32.7 ​ 23.4 2018 9,299 ​ 13,175 ​ 14,500 ​ 35.3 ​ 26.5 2019 14,592 ​ 14,667 ​ 15,500 ​ 36.0 ​ 28.8 2020 18,551 ​ 14,879 ​ 15,083 ​ 34.8 ​ 28.0 2021 6,398 ​ 12,442 ​ 14,500 ​ 37.3 ​ 27.8 2022 35,638 ​ 20,317 ​ 15,042 ​ 42.4 ​ 34.4 2023 30,217 ​ 26,833 ​ 17,458 ​ 46.0 ​ 41.4 2024 29,742 ​ 27,608 ​ 23,908 ​ 51.0 ​ 46.5 2025 24,875 ​ 19,683 ​ 17,446 ​ 49.4 ​ 41.4 Dec-25 30,200 ​ 22,000 ​ 17,200 ​ 48.5 ​ 43.0 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2021-2025 ​ ​ ​ ​ ​ 5 Year Avg 25,374 21,377 17,671 45.2 38.3 5 Year Low 1,088 11,800 13,750 34.0 27.5 5 Year High 58,200 30,500 26,000 52.0 49.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016-2025 ​ ​ ​ ​ ​ 10 Year Avg 18,824 17,792 16,313 39.8 32.3 10 Year Low 1,088 11,800 13,750 32.0 22.0 10 Year High 58,200 30,500 26,000 52.0 49.5 ​ Source: Drewry, Note – Spot TCE and Time charter rates are for non-eco vessels, Spot rates are for Atlantic market only and will differ from reported earnings ​ 51 Table of Contents ​ The Chemical Tanker Industry ​ Introduction ​ The global chemical industry is one of the largest and most diversified industries in the world, with more than 1,000 large and medium-sized companies manufacturing over 70,000 different product lines. Although most specialist chemicals are used locally, world trade is becoming an increasingly prominent part of the global chemical industry for a number of reasons. This ranges from local stock imbalances to a lack of local production of particular chemicals in various parts of the world. In broad terms, the growth of seaborne trade in bulk liquid chemicals has tracked trends in economic activity and globalization. ​ The seaborne transportation of chemicals is technically and logistically complex compared with the transportation of crude oil and oil products, with cargoes ranging from hazardous and noxious chemicals to products such as edible oils and fats. Consequently, the chemical tanker sector comprises a wide array of specially constructed small and medium sized tankers designed to carry chemical products in various stages of production. ​ Chemical Tanker Demand ​ The demand for chemicals is affected by, among other things, general economic conditions (including increases and decreases in industrial production and transportation), chemical prices, feedstock costs, and chemical production capacity. Since they are used in industries, chemical demand, and as a result the demand for seaborne transport, is well-correlated with global GDP. Given the geographical complexity and the diversity of cargoes involved in addition to the way in which some cargoes are transported, estimating the total seaborne trade in chemicals is difficult. Essentially, there are four main types of chemicals transported by sea: organic chemicals, inorganic chemicals, vegetable oils, and fats and other commodities such as molasses. Seaborne Chemical Trades (Million Tons) ​ ​ * Provisional estimates ​ Source: Drewry ​ ​ 52 Table of Contents ​ Saudi Arabia and the U.S. are two key exporters of organic chemicals, accounting for approximately 25% of all exports, while China accounts for over 35% of the total organic chemical imports. South Korea and India are also important players in the trade of organic chemicals and together account for nearly 15% of all exports. The four organic chemicals most frequently traded by sea are methanol, styrene, benzene, and paraxylene. Organic chemicals represent between 40% to 45% of global seaborne trade of chemicals whereas inorganic chemical trade accounts for between 10 to 15% of total seaborne movements. They are not traded as widely as organic chemicals as they present several transport problems – not only are they very dense, but they are also highly corrosive. Vegetable/animal oils & fats are another key component of the seaborne chemical trade and accounts for nearly 30% of the total trade of chemicals. Palm oil accounts for approximately 50% of the vegetable/animal oils & fats trade, followed by soybean oil and sunflower seed oil. ​ From a regional perspective, activity is focused on three main geographical areas. Europe is a mature, established producing region, contributing nearly one quarter of total chemical production. Much of Europe’s production serves domestic requirements. This manifests itself in increased demand for short-sea services rather than deep-sea trades. North American (predominantly the U.S.) manufacturers produce about one-fifth of the major chemical products in the world. Although most U.S. production is for domestic use, particularly where gasoline additives are involved, the country also produces above domestic requirements, which results in significant export volumes. ​ In the U.S., the chemicals industry has been affected by the development of shale gas. Increased supplies of natural gas in the U.S. have already served to push down domestic gas prices, and the fall in natural gas prices has had a beneficial impact on feedstock costs for the petrochemical industry. In particular, the cost of ethane has fallen significantly since 2011, thereby increasing the competitiveness of the U.S. petrochemical industry within a global perspective. ​ Accordingly, U.S. ethylene production costs have fallen to levels where the U.S. can now compete with Middle Eastern suppliers, which opens up new opportunities to expand U.S. ethylene cracking capacity, and subsequently, petrochemical capacity. Several ethylene-cracking petrochemical plants have been established during 2013-2022 in the U.S. and globally driving rising ethane demand in the U.S. ​ Ethylene is a precursor for many organic chemicals shipped by sea (e.g., ethylene dichloride, ethylene glycol), so increased production will lead to increased availability of downstream chemical products for export from the U.S. Although the Middle East will continue to be the largest supplier of organic chemicals, the U.S. will be a major exporter of methanol and ethylene derivatives to the Far East market. ​ Chemical Tanker Supply ​ Chemical tankers are characterized mainly by cargo containment systems, which are technically more sophisticated than those found in conventional oil and product tankers. Since chemical tankers are often required to carry many products, which are typically hazardous and easily contaminated, cargo segregation and containment is an essential feature of these tankers. ​ Chemicals can only be carried in a tanker which has a current IMO Certificate of Fitness (“CoF”). The IMO regulates the carriage of chemicals by sea under the auspices of the International Bulk Chemical Code (“IBC”), which classifies potentially dangerous cargoes into three categories, typically referred to as IMO 1, IMO 2, and IMO 3. Specific IMO conventions govern the requirements for particular tanks to be classified as each grading, with the pertinent features of each tank being the internal volume and its proximity to the sides and bottom of the vessel’s hull. ​ The carriage of 18 cargoes is restricted to IMO 1 classified vessels, while most cargoes require IMO 2 vessels, including vegetable oils and palm oils. One concession to the IBC Code regulations is an allowance that IMO 3 tankers might carry other edible oils – an exemption introduced due to the tendency for such cargoes to be shipped in large bulk parcels. This often requires ships of up to MR size. Despite this exemption, these vessels are not ‘true’ chemical tankers in the general sense of the word as they are not able to carry IMO 2 cargoes. ​ As well as defining the chemical tanker fleet in terms of IMO type, it is also possible to further define the fleet according to the degree of tank segregation, tank size and tank coating as detailed below. 53 Table of Contents ​ ● Chemical parcel tankers: Over 75% of the tanks are segregated with an average tank size less than 3,000 cbm, all of which are stainless steel. A typical chemical parcel tanker might be IMO 2 with a capacity of 20,000 dwt and have 20 fully segregated tanks which are of stainless steel. ● Chemical bulk tankers: Vessels with a lower level of tank segregations (below 75%), with an average tank size below 3,000 cbm, and with coated tanks. A typical chemical bulk tanker might be 17,000 dwt with 16 coated tanks, but could also be IMO 2 with 8 segregations. ​ Given the above, a broad definition of a chemical tanker is any vessel with a current IMO CoF with coated and/or stainless-steel tanks and an average tank size of less than 3,000 cbm. ​ Overall, within the product and chemical tanker fleets, it is important to recognize that there are a group of ‘swing’ ships which can trade in either products or in chemicals, vegetable oils, and fats. For example, a product tanker with IMO 2 certification might trade from time to time in easy chemicals such as caustic soda. Equally, an IMO 2 chemical tanker can, in theory, carry products. The sector in which these ‘swing’ ships trade will depend on a number of factors, with the main influences being the exact technical specifications of the ship, the last cargo carried, the state of the freight market in each sector, and the operating policy of the ship owner/operator. ​ As of December 31, 2025, the global IMO 2 coated and stainless-steel tanker fleet consisted of 1,989 vessels with a combined capacity of 45.4 million dwt. The orderbook consisted of 360 vessels with an aggregate capacity of 9.2 million dwt, or 20.2% of the existing fleet. In addition, chemical tankers are relatively complex vessel types to build, which increases the barriers to entry for shipyards, and the pool of yards that shipowners are willing to consider is small. ​ World Coated IMO 2 and Stainless Steel Tanker Fleet and Orderbook: December 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fleet ​ ​ ​ Orderbook ​ ​ ​ Orderbook Delivery Schedule (M Dwt) Ship Type ​ Size (DWT) ​ Number ​ M Dwt ​ Number ​ M Dwt ​ % Fleet ​ ​ ​ 2026 ​ 2027 ​ 2028 ​ 2029+ Coated IMO 2 ​ ​ ​ 10,000+ ​ ​ ​ 1111 ​ ​ ​ 25.9 ​ ​ ​ 139 ​ ​ ​ 3.7 ​ ​ ​ 14.3% ​ 2.5 ​ ​ ​ 1.0 ​ ​ ​ 0.2 ​ ​ ​ 0.0 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stainless Steel 10,000+ 878 19.5 221 5.5 28.0% ​ 2.2 2.0 1.0 0.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ 1989 45.4 360 9.2 20.2% ​ 4.8 3.0 1.2 0.2 ​ Source: Drewry ​ The Chemical Tanker Freight Market ​ Nearly 40% to 60% of all chemical movements are covered by Contract of Affreightment (“COAs”), while the spot market covers 35% to 40% of chemical movements. The remainder is made up of other charter arrangements and cargoes moved in the vessels controlled by exporters or importers. However, the COA-spot ratio varies depending on the vessel sizes, shipowners’/operators’ chartering strategy, and other factors. In the chemical tanker freight market, the level of reporting of fixture information is far less widespread than for the oil tanker market. Furthermore, it is not always possible to establish a monthly series of rates for an individual cargo, on a given route, because fixing is often sporadic, or more often than not covered by contract business. For these reasons, the assessment of spot freight rate trends in the freight market is made by using a small number of routes where there is sufficient fixture volume to produce meaningful measurements. ​ Historical Context (2020–2023) ​ In 2020, despite a 3.6% contraction in global seaborne chemical trade due to COVID-19, TCE rates actually rose by 4.6%. This counter-intuitive move occurred because "swing tonnage" (vessels capable of carrying both chemicals and products) migrated to the booming product tanker market to chase floating storage opportunities, tightening the remaining chemical supply. After a challenging 2021 marked by weak industrial demand, the market rebounded strongly in 2022 and 2023. Robust ton-mile demand and a continued exodus of swing tankers into the Clean Petroleum Products (CPP) trade drove earnings to high levels. ​ 54 Table of Contents ​ Current Market ​ In 2024, Time Charter Equivalent (TCE) rates increased by 5.1% year-on-year. Rates reached their yearly peak in May but moderated in the second half. This softening was driven by weaker overall demand and reduced support from the CPP market; as CPP rates cooled, swing tankers returned to the chemical trade, increasing vessel availability. ​ While rates in 2025 were down year-on-year versus 2024, they did strengthen in the second half of the year, supported by moderate fleet growth, longer voyage distances, and a healthy CPP market. Swing tonnage declined from mid-year through the end of 2025 as improving MR rates reduced cross-sector supply. While overall volumes were slightly lower year-on-year, ton-mile demand was flat as average haul lengths increased. ​ Chemical Tanker Asset Values ​ As in other shipping sectors, chemical tanker sale and purchase values also show a relationship with the charter market and newbuilding prices. Newbuilding prices are influenced by shipyard capacity and increased steel prices; second-hand vessel values may vary because of the country of construction and the level of outfitting of such vessels. Newbuilding price trends in the chemical tanker sector are more difficult to track than product tankers due to the lower volume of ordering and variation in specification. Newbuilding prices increased in 2022 due to high material costs, labor shortages, global inflationary pressures, and limited shipyards slots. Newbuilding prices increased further in 2023 despite softening steel prices due to global inflationary pressures. Second-hand prices strengthened due to limited tonnage availability and high freight rates. In 2023, prices were higher than the average prices over the past ten years for both newbuilding and secondhand vessels. ​ Newbuilding prices have been rising since January 2024 due to factors like inflation, limited yard capacity amid high demand and rising labor costs. Second-hand values remained firm throughout 2024 with the historically low deliveries during the year contributing to the high demand for second-hand tonnage. Both newbuild and second-hand prices remained resilient in 2025, as freight rates remained high compared to historical years. ​ Chemical Tankers: Freight Rate and Asset Value Summary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ TCE ​ ​ ​ Newbuilding Price ​ ​ ​ Secondhand Price(1) ​ ​ ​ U.S.$/Day ​ (U.S.$million) ​ (U.S.$million) Year ​ ​ ​ ​ ​ ​ 35-37,000 ​ ​ ​ 22-24,000 ​ ​ ​ 35-37,000 ​ ​ ​ 22-24,000 ​ ​ ​ 35-37,000 2015 ​ ​ 19,675 ​ 27.8 ​ 32.8 ​ 13.8 ​ 17.0 2016 ​ ​ 14,178 ​ 26.9 ​ 31.9 ​ 14.6 ​ 16.5 2017 ​ ​ 12,462 ​ 26.0 ​ 31.0 ​ 13.4 ​ 14.6 2018 ​ ​ 12,159 ​ 26.4 ​ 31.7 ​ 12.6 ​ 13.6 2019 ​ ​ 14,424 ​ 29.0 ​ 34.0 ​ 12.5 ​ 14.2 2020 ​ ​ 15,093 ​ 27.1 ​ 32.5 ​ 12.7 ​ 14.7 2021 ​ ​ 12,264 ​ 27.6 ​ 35.5 ​ 12.9 ​ 14.8 2022 ​ ​ 22,400 ​ 30.6 ​ 40.6 ​ 15.1 ​ 19.3 2023 ​ ​ 23,500 ​ 31.5 ​ 41.5 ​ 17.5 ​ 24.9 2024 ​ ​ 24,700 ​ 33.0 ​ 44.0 ​ 18.1 ​ 28.7 2025* ​ ​ 20,200 ​ 33.0 ​ 43.0 ​ 19.8 ​ 31.0 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016-2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10 Year Avg ​ ​ 17,138 ​ 29.1 ​ 36.6 ​ 14.9 ​ 19.2 10 Year Low ​ ​ 12,159 ​ 26.0 ​ 31.0 ​ 12.5 ​ 13.6 10 Year High ​ ​ 24,700 ​ 33.0 ​ 44.0 ​ 19.8 ​ 31.0 * Provisional estimates ​ (1) For a 10-year-old vessel Note: The above values are for coated chemical tankers Source: Drewry 55 Table of Contents ​ Environmental and Other Regulations in the Shipping Industry ​ Government regulation and laws significantly affect the ownership and operation of our fleet. We are subject to international conventions and treaties, national, state and local laws and regulations in force in the countries in which our vessels may operate or are registered relating to safety and health and environmental protection including the storage, handling, emission, transportation and discharge of hazardous and non-hazardous materials, and the remediation of contamination and liability for damage to natural resources. Compliance with such laws, regulations and other requirements entails significant expense, including vessel modifications and implementation of certain operating procedures. ​ A variety of government and private entities subject our vessels to both scheduled and unscheduled inspections. These entities include the local port authorities (applicable national authorities such as the USCG, harbor master or equivalent), classification societies, flag state administrations (countries of registry) and charterers, particularly terminal operators. Certain of these entities require us to obtain permits, licenses, certificates and other authorizations for the operation of our vessels. Failure to maintain necessary permits or approvals could require us to incur substantial costs or result in the temporary suspension of the operation of one or more of our vessels. ​ Increasing environmental concerns have created a demand for vessels that conform to stricter environmental standards. We are required to maintain operating standards for all of our vessels that emphasize operational safety, quality maintenance, continuous training of our officers and crews and compliance with United States and international regulations. We believe that the operation of our vessels is in substantial compliance with applicable environmental laws and regulations and that our vessels have all material permits, licenses, certificates or other authorizations necessary for the conduct of our operations. However, because such laws and regulations frequently change and may impose increasingly stricter requirements, we cannot predict the ultimate cost of complying with these requirements, or the impact of these requirements on the resale value or useful lives of our vessels. ​ In addition, a future serious marine incident that causes significant adverse environmental impact could result in additional legislation or regulation that could negatively affect our profitability. ​ International Maritime Organization ​ The International Maritime Organization (the “IMO”), the United Nations agency for maritime safety and the prevention of pollution by vessels, has adopted the International Convention for the Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto, collectively referred to as MARPOL 73/78 and herein as “MARPOL,” the International Convention for the Safety of Life at Sea of 1974 (“SOLAS Convention”), and the International Convention on Load Lines of 1966 (the “LL Convention”). MARPOL establishes environmental standards relating to, among other things, oil leakage or spilling, garbage management, sewage, air emissions, handling, and disposal of noxious liquids and the handling of harmful substances in packaged forms. IMO committees also have adopted resolutions relating to international certificates of fitness for the carriage of dangerous chemicals in bulk and providing for enhanced vessel inspection programs. MARPOL is applicable to drybulk, tanker, and LNG carriers, among other vessels, and is broken into six Annexes, each of which regulates a different source of pollution. Annex I relates to oil leakage or spilling; Annexes II and III relate to harmful substances carried in bulk in liquid or in packaged form, respectively; Annexes IV and V relate to sewage and garbage management, respectively; and Annex VI, lastly, relates to air emissions. Annex VI was separately adopted by the IMO in September of 1997; new emissions standards, titled IMO-2020, took effect on January 1, 2020. We may need to make certain financial expenditures to continue to comply with these regulations. We believe that all our vessels are currently compliant in all material respects with these regulations. ​ ​ ​ 56 Table of Contents ​ Air Emissions ​ In September of 1997, the IMO adopted Annex VI to MARPOL to address air pollution from vessels. Effective May 2005, Annex VI sets limits on sulfur oxide and nitrogen oxide emissions from all commercial vessel exhausts and prohibits “deliberate emissions” of ozone depleting substances (such as halons and chlorofluorocarbons), emissions of volatile compounds from cargo tanks, and the shipboard incineration of specific substances. Annex VI also includes a global cap on the sulfur content of fuel oil and allows for special areas to be established with more stringent controls on sulfur emissions, as explained below. Emissions of “volatile organic compounds” from certain vessels, and the shipboard incineration (from incinerators installed after January 1, 2000) of certain substances (such as polychlorinated biphenyls, or “PCBs”) are also prohibited. We believe that all our vessels are currently compliant in all material respects with these regulations. ​ The Marine Environment Protection Committee, or “MEPC” adopted amendments to Annex VI regarding emissions of sulfur oxide, nitrogen oxide, particulate matter, and ozone depleting substances, which entered into force on July 1, 2010. The amended Annex VI seeks to further reduce air pollution by, among other things, implementing a progressive reduction of the amount of sulfur contained in any fuel oil used on board ships. On October 27, 2016, MEPC 70 agreed to implement a global 0.5% m/m sulfur oxide emissions limit (reduced from 3.50%) starting from January 1, 2020. This limitation can be met by using low-sulfur compliant fuel oil, alternative fuels, or certain exhaust gas cleaning systems. Ships are now required to obtain bunker delivery notes and International Air Pollution Prevention (“IAPP”) Certificates from their flag states that specify sulfur content. Additionally, at MEPC 73, amendments to Annex VI to prohibit the carriage of bunkers above 0.5% sulfur on ships, with the exception of vessels fitted with exhaust gas cleaning equipment (“scrubbers”) which can carry fuel of higher sulfur content, were adopted and took effect March 1, 2020. In November 2020, MEPC 75 adopted amendments to Annex VI which, among other things, added new paragraphs related to in-use and onboard fuel oil sampling and testing. These paragraphs would require one or more sampling points to be fitted or designated for the purpose of taking representative samples of the fuel oil being used or carried for use on board the ship. These amendments entered into force on April 1, 2022. These regulations subject ocean-going vessels to stringent emissions controls and may cause us to incur substantial costs. ​ Sulfur content standards are even stricter within certain “Emission Control Areas,” or (“ECAs”). As of January 1, 2015, ships operating within an ECA were not permitted to use fuel with sulfur content in excess of 0.1% m/m. Amended Annex VI establishes procedures for designating new ECAs. ​ Currently, the IMO has designated five ECAs, including specified portions of the Baltic Sea area, Mediterranean Sea area, North Sea area, North American area, and United States Caribbean area. Ocean-going vessels in these areas will be subject to stringent emission controls and may cause us to incur additional costs. Other areas in China are subject to local regulations that impose stricter emission controls. In July 2023, MEPC 80 announced three new ECA proposals, including the Canadian Arctic waters and the Norwegian Sea, which should take effect in March 2027. MEPC 83 also approved the North-East Atlantic Ocean as an ECA and is expected to take effect in 2028. If other ECAs are approved by the IMO, or other new or more stringent requirements relating to emissions from marine diesel engines or port operations by vessels are adopted by the U.S. Environmental Protection Agency (“EPA”) or the states where we operate, compliance with these regulations could entail significant capital expenditures or otherwise increase the costs of our operations. ​ The amended Annex VI also established new tiers of stringent nitrogen oxide emissions standards for marine diesel engines, depending on their date of installation. Tier III NOx standards were designed for the control of NOx produced by vessels and apply to ships that operate in the North American and U.S. Caribbean Sea ECAs with marine diesel engines installed and constructed on or after January 1, 2016. At MEPC 70 and MEPC 71, the MEPC approved the North Sea and Baltic Sea as ECAs for nitrogen oxide for ships built on or after January 1, 2021. The Canadian-Arctic ECA for NOx will also be effective starting from March 1, 2026 for ships built on or after January 1, 2025. For the Norwegian Sea ECA, the NOx Tier III engine certification requirement will apply to ships (i) with building contracts placed on or after March 1, 2026, (ii) in the absence of a building contract, constructed on or after September 1, 2026, or (iii) delivered on or after March 1, 2030. For the North-East Atlantic ECA, the requirement is expected to apply to ships (i) contracted on or after January 1, 2027, (ii) in the absence of a building contract, constructed on or after July 1, 2027, or (iii) delivered on or after January 1, 2031. The EPA promulgated equivalent (and in some senses stricter) emissions standards in 2010. 57 Table of Contents ​ Tier III requirements could apply to additional areas designated for Tier III NOx in the future. In April 2025, MEPC 83 also adopted amendments (expected to enter into force late 2026 and early 2027) to the NOx Technical Code 2008, which allows ships to optimize fuel consumption based on their operational profile, thus improving energy efficiency, while ensuring compliance with NOx emission requirements. As a result of these designations or similar future designations, we may be required to incur additional costs. ​ At MEPC 70, Regulation 22A of MARPOL Annex VI became effective as of March 1, 2018 and requires ships above 5,000 gross tonnage to collect and report annual data on fuel oil consumption to an IMO database, with the first year of data collection having commenced on January 1, 2019. The IMO used such data as part of its initial roadmap (through 2023) for developing its strategy to reduce greenhouse gas emissions from ships, as discussed further below. MEPC 83 approved draft amendments to make the IMO’s data collection system more accessible to the public through an anonymized database. ​ As of January 1, 2013, MARPOL made mandatory certain measures relating to energy efficiency for ships. All ships are now required to develop and implement Ship Energy Efficiency Management Plans (“SEEMP”), and new ships must be designed in compliance with minimum energy efficiency levels per capacity mile as defined by the Energy Efficiency Design Index (“EEDI”). Additionally, in 2022, MEPC amended Annex VI to impose new regulations to reduce greenhouse gas emissions from ships. These amendments introduced requirements to assess and measure the energy efficiency of all ships and set the required attainment values, with the goal of reducing the carbon intensity of international shipping. The requirements include (1) a technical requirement to reduce carbon intensity based on a new Energy Efficiency Existing Ship Index (“EEXI”), and (2) operational carbon intensity reduction requirements, based on a new operational carbon intensity indicator (“CII”). The attained EEXI is required to be calculated for ships of 400 gross tonnage and above, in accordance with different values set for ship types and categories. With respect to the CII, the amendments would require ships of 5,000 gross tonnage to document and verify their actual annual operational CII achieved against a determined required annual operational CII. All ships above 400 gross tonnage must also have an approved SEEMP on board. For ships above 5,000 gross tonnage, the SEEMP needs to include certain mandatory content. That same year, MEPC amended MARPOL Annex I to prohibit the use and carriage for use as fuel of heavy fuel oil (“HFO”) by ships in Arctic waters on and after July 1, 2024. In 2021, MEPC 77 adopted a non-binding resolution which urges Member States and ship operators to voluntarily use distillate or other cleaner alternative fuels or methods of propulsion that are safe for ships and could contribute to the reduction of Black Carbon emissions from ships when operating in or near the Arctic. MEPC 79 adopted amendments to MARPOL Annex VI, Appendix IX to include the attained and required CII values, the CII rating and attained EEXI for existing ships in the required information to be submitted to the IMO Ship Fuel Oil Consumption Database. MEPC 79 also revised the EEDI calculation guidelines to include a CO2 conversion factor for ethane, a reference to the updated ITCC guidelines, and a clarification that in case of a ship with multiple load line certificates, the maximum certified summer draft should be used when determining the deadweight. These amendments entered into force on May 1, 2024. In July 2023, MEPC 80 approved the plan for reviewing CII regulations and guidelines, and in April 2025, MEPC 83 adopted amendments to 2021 Guidelines on operational carbon intensity reduction factors, which outline methods for determining CII reduction factors from 2023 and now includes newly defined factors from 2027 to 2030. ​ MEPC 83 also approved a work plan on the development of a regulatory framework for the use of onboard carbon capture and storage (“OCCS”) systems, which will capture carbon produced by a ship before it is emitted into the air. ​ We may incur costs to comply with these revised standards. Additional or new conventions, laws and regulations may be adopted that could require the installation of expensive emission control systems and could adversely affect our business, results of operations, cash flows, and financial condition. ​ Safety Management System Requirements ​ The SOLAS Convention was amended to address the safe manning of vessels and emergency training drills. The Convention of Limitation of Liability for Maritime Claims (the “LLMC”) sets limitations of liability for a loss of life or personal injury claim or a property claim against ship owners. We believe that our vessels are in full compliance with SOLAS and LLMC standards. ​ 58 Table of Contents ​ Under Chapter IX of the SOLAS Convention, or the International Safety Management Code for the Safe Operation of Ships and for Pollution Prevention (the “ISM Code”), our operations are also subject to environmental standards and requirements. The ISM Code requires the party with operational control of a vessel to develop an extensive safety management system that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions and procedures for operating its vessels safely and describing procedures for responding to emergencies. We rely upon the safety management system that we and our technical management team have developed for compliance with the ISM Code. The failure of a vessel owner or bareboat charterer to comply with the ISM Code may subject such party to increased liability, may decrease available insurance coverage for the affected vessels and may result in a denial of access to, or detention in, certain ports. ​ The ISM Code requires that vessel operators obtain a safety management certificate for each vessel they operate. This certificate evidences compliance by a vessel’s management with the ISM Code requirements for a safety management system. No vessel can obtain a safety management certificate unless its manager has been awarded a document of compliance, issued by each flag state, under the ISM Code. We have obtained applicable documents of compliance for our offices and safety management certificates for all of our vessels for which the certificates are required by the IMO. The document of compliance and safety management certificates are renewed as required. ​ Regulation II-1/3-10 of the SOLAS Convention governs ship construction and stipulates that ships over 150 meters in length must have adequate strength, integrity and stability to minimize risk of loss or pollution. Goal-based standards amendments in SOLAS regulation II-1/3-10 entered into force in 2012, with July 1, 2016 set for application to new oil tankers and bulk carriers. The SOLAS Convention regulation II-1/3-10 on goal-based ship construction standards for bulk carriers and oil tankers, which entered into force on January 1, 2012, requires that all oil tankers and bulk carriers of 150 meters in length and above, for which the building contract is placed on or after July 1, 2016, satisfy applicable structural requirements conforming to the functional requirements of the International Goal-based Ship Construction Standards for Bulk Carriers and Oil Tankers (“GBS Standards”). ​ Amendments to the SOLAS Convention Chapter VII apply to vessels transporting dangerous goods and require those vessels be in compliance with the International Maritime Dangerous Goods Code (“IMDG Code”). Effective January 1, 2018, the IMDG Code includes (1) provisions for radioactive material, reflecting the latest provisions from the International Atomic Energy Agency, (2) marking, packing and classification requirements for dangerous goods and (3) mandatory training requirements. Amendments which took effect on January 1, 2020 also reflect the latest material from the UN Recommendations on the Transport of Dangerous Goods, including (1) provisions regarding IMO type 9 tanks, (2) abbreviations for segregation groups, and (3) special provisions for carriage of lithium batteries and of vehicles powered by flammable liquid or gas. Additional amendments, which came into force on June 1, 2022, include (1) addition of a definition of dosage rate, (2) additions to the list of high consequence dangerous goods, (3) new provisions for medical/clinical waste, (4) addition of various ISO standards for gas cylinders, (5) a new handling code, and (6) changes to stowage and segregation provisions. The newest edition of the IMDG Code took effect on January 1, 2024, although the changes are largely incremental. ​ The IMO has also adopted the International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (“STCW”). As of February 2017, all seafarers are required to meet the STCW standards and be in possession of a valid STCW certificate. Flag states that have ratified SOLAS and STCW generally employ the classification societies, which have incorporated SOLAS and STCW requirements into their class rules, to undertake surveys to confirm compliance. ​ Furthermore, cybersecurity guidance and regulations have been developed in an attempt to combat cybersecurity threats. For new ships and offshore installations contracted for construction on or after January 1, 2024, the International Association of Classification Societies (“IACS”) now requires vessel owners, yard and suppliers to build cybersecurity barriers into their systems and vessels, requiring compliance across the full spectrum of critical on-board control and navigation systems. On July 16, 2025, the U.S. Coast Guard’s final rule, Cybersecurity in the Martine Transportation System, went into effect. 59 Table of Contents ​ Under this rule, all regulated entities are required to develop Cybersecurity and Cyber Incident Response Plans, designate a Cybersecurity Officer to implement plans, and to report certain cyber incidents to the National Response Center. This might cause companies to create additional procedures for monitoring cybersecurity, which could require additional expenses and/or capital expenditures. The impact of these regulations is hard to predict at this time. ​ Pollution Control and Liability Requirements ​ The IMO has negotiated international conventions that impose liability for pollution in international waters and the territorial waters of the signatories to such conventions. For example, the IMO adopted an International Convention for the Control and Management of Ships’ Ballast Water and Sediments (the “BWM Convention”) in 2004. The BWM Convention entered into force on September 8, 2017. The BWM Convention requires ships to manage their ballast water to remove, render harmless, or avoid the uptake or discharge of new or invasive aquatic organisms and pathogens within ballast water and sediments. The BWM Convention’s implementing regulations call for a phased introduction of mandatory ballast water exchange requirements, to be replaced in time with mandatory concentration limits, and require all ships to carry a ballast water record book and an international ballast water management certificate. ​ The MEPC maintains guidelines for approval of ballast water management systems (G8). Ships over 400 gross tons generally must comply with a “D-1 standard,” requiring the exchange of ballast water only in open seas and away from coastal waters. The “D-2 standard” specifies the maximum amount of viable organisms allowed to be discharged, and compliance dates vary depending on the IOPP renewal dates. The standards have been in force since 2019, and for most ships, compliance with the D-2 standard involved installing on-board systems to treat ballast water and eliminate unwanted organisms. Ballast water management systems, which include systems that make use of chemical, biocides, organisms or biological mechanisms, or which alter the chemical or physical characteristics of the ballast water, must be approved in accordance with IMO Guidelines (Regulation D-3). ​ Since September 8, 2024, all ships have been required to meet the D-2 standard. Costs of compliance with these regulations may be substantial. Additionally, in November 2020, MEPC 75 adopted amendments to the BWM Convention which would require a commissioning test of the ballast water management system for the initial survey or when performing an additional survey for retrofits. This analysis will not apply to ships that already have an installed BWM system certified under the BWM Convention. These amendments have entered into force on June 1, 2022. ​ In December 2022, MEPC 79 agreed that it should be permitted to use ballast tanks for temporary storage of treated sewage and grey water. MEPC 79 also established that ships are expected to return to D-2 compliance after experiencing challenging uptake water and bypassing a BWM system should only be used as a last resort. ​ In addition to the BWM Convention, many countries already regulate the discharge of ballast water carried by vessels from country to country to prevent the introduction of invasive and harmful species via such discharges. The U.S., for example, requires vessels entering its waters from another country to conduct mid-ocean ballast exchange, or undertake some alternate measure, and to comply with certain reporting requirements. ​ The IMO adopted the International Convention on Civil Liability for Oil Pollution Damage of 1969 (“the CLC”), as amended by different Protocols in 1976, 1984, and 1992, and amended in 2000. Under the CLC and depending on whether the country in which the damage results is a party to the 1992 Protocol to the CLC, a vessel’s registered owner may be strictly liable for pollution damage caused in the territorial waters of a contracting state by discharge of persistent oil, subject to certain exceptions. The 1992 Protocol changed certain limits on liability expressed using the International Monetary Fund currency unit, the Special Drawing Rights. The limits on liability have since been amended so that the compensation limits on liability were raised. The right to limit liability is forfeited under the CLC where the spill is caused by the shipowner’s actual fault and under the 1992 Protocol where the spill is caused by the shipowner’s intentional or reckless act or omission where the shipowner knew pollution damage would probably result. The CLC requires ships over 2,000 tons covered by it to maintain insurance covering the liability of the owner in a sum equivalent to an owner’s liability for a single incident. 60 Table of Contents ​ We have protection and indemnity insurance for environmental incidents. P&I Clubs in the International Group issue the required Bunkers Convention “Blue Cards” to enable signatory states to issue certificates. All of our vessels are in possession of a CLC State issued certificate attesting that the required insurance coverage is in force. ​ The IMO also adopted the International Convention on Civil Liability for Bunker Oil Pollution Damage (the “Bunker Convention”) to impose strict liability on ship owners (including the registered owner, bareboat charterer, manager, or operator) for pollution damage in jurisdictional waters of ratifying states caused by discharges of bunker fuel. The Bunker Convention requires registered owners of ships over 1,000 gross tons to maintain insurance for pollution damage in an amount equal to the limits of liability under the applicable national or international limitation regime (but not exceeding the amount calculated in accordance with the LLMC). With respect to non-ratifying states, liability for spills or releases of oil carried as fuel in ship’s bunkers typically is determined by the national or other domestic laws in the jurisdiction where the events or damages occur. ​ Ships are required to maintain a certificate attesting that they maintain adequate insurance to cover an incident. In jurisdictions, such as the United States where the CLC or the Bunker Convention has not been adopted, various legislative regulatory regimes or common law govern, and liability is imposed either on the basis of fault or on a strict-liability basis. ​ Anti-Fouling Requirements ​ In 2001, the IMO adopted the International Convention on the Control of Harmful Anti-fouling Systems on Ships, or the “Anti-fouling Convention.” The Anti-fouling Convention, which entered into force on September 17, 2008, prohibits the use of organotin compound coatings to prevent the attachment of mollusks and other sea life to the hulls of vessels. Vessels over 400 gross tons engaged in international voyages will also be required to undergo an initial survey before the vessel is put into service or before an International Anti-fouling System Certificate, or the “IAFS Certificate,” is issued for the first time; and subsequent surveys when the anti-fouling systems are altered or replaced. Vessels of 24 meters in length or more but less than 400 gross tons engaged in international voyages will have to carry a Declaration on Anti-fouling Systems signed by the owner or authorized agent. In November 2020, MEPC 75 approved draft amendments to the Anti-fouling Convention to prohibit anti-fouling systems containing cybutryne, which apply to ships from January 1, 2023, or, for ships already bearing such an anti-fouling system, at the next scheduled renewal of the system after that date, but no later than 60 months following the last application to the ship of such a system. In addition, the IAFS Certificate has been updated to address compliance options for anti-fouling systems to address cybutryne. Ships which are affected by this ban on cybutryne must receive an updated IAFS Certificate no later than two years after the entry into force of these amendments. Ships which are not affected must receive an updated IAFS Certificate at the next Anti-fouling application to the vessel. These amendments were formally adopted at MEPC 76 in June 2021 and entered into force on January 1, 2023. ​ Compliance Enforcement ​ Noncompliance with the ISM Code or other IMO regulations may subject the ship owner or bareboat charterer to increased liability, may lead to decreases in available insurance coverage for affected vessels and may result in the denial of access to, or detention in, some ports. The USCG and European Union authorities prohibit vessels not in compliance with the ISM Code by applicable deadlines from trading in U.S. and European Union ports, respectively. As of the date of this Annual Report, each of our vessels is ISM Code certified. However, there can be no assurance that such certificates will be maintained in the future. The IMO continues to review and introduce new regulations. ​ The U.S. Oil Pollution Act of 1990 and the Comprehensive Environmental Response, Compensation, and Liability Act ​ The U.S. Oil Pollution Act of 1990 (“OPA”) established an extensive regulatory and liability regime for the protection and cleanup of the environment from oil spills. OPA affects all “owners and operators” whose vessels trade or operate within the U.S., its territories and possessions or whose vessels operate in U.S. waters, which includes the U.S.’s territorial sea and its 200 nautical mile exclusive economic zone around the U.S. The U.S. has also enacted the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”), which applies to the discharge of hazardous substances other than oil, except in limited circumstances, whether on land or at sea. 61 Table of Contents ​ OPA and CERCLA both define “owner and operator” in the case of a vessel as any person owning, operating, or chartering by demise, the vessel. Both OPA and CERCLA impact our operations. Under OPA, vessel owners and operators are “responsible parties” and are jointly, severally, and strictly liable (unless the spill results solely from the act or omission of a third party, an act of God or an act of war) for all containment and clean-up costs and other damages arising from discharges or threatened discharges of oil from their vessels, including bunkers (fuel). OPA defines these other damages broadly to include: ​ (1) injury to, destruction or loss of, or loss of use of, natural resources and related assessment costs; ​ (2) injury to, or economic losses resulting from, the destruction of real and personal property; ​ (3) loss of subsistence use of natural resources that are injured, destroyed, or lost; ​ (4) net loss of taxes, royalties, rents, fees, or net profit revenues resulting from injury, destruction or loss of real or personal property, or natural resources; ​ (5) lost profits or impairment of earning capacity due to injury, destruction or loss of real or personal property or natural resources; and ​ (6) net cost of increased or additional public services necessitated by removal activities following a discharge of oil, such as protection from fire, safety or health hazards, and loss of subsistence use of natural resources. ​ OPA contains statutory caps on liability and damages; such caps do not apply to direct cleanup costs. The limits of OPA liability for a tank vessel, other than a single-hull tank vessel, over 3,000 gross tons, is limited to the greater of $2,500 per gross ton or $21,521,300 (previous limit was $2,300 per gross ton or $19,943,400). These limits of liability do not apply if an incident was proximately caused by the violation of an applicable U.S. federal safety, construction, or operating regulation by a responsible party (or its agent, employee or a person acting pursuant to a contractual relationship) or a responsible party’s gross negligence or willful misconduct. The limitation on liability similarly does not apply if the responsible party fails or refuses to (i) report the incident as required by law where the responsible party knows or has reason to know of the incident; (ii) reasonably cooperate and assist as requested in connection with oil removal activities; or (iii) without sufficient cause, comply with an order issued under the Federal Water Pollution Act (Section 311 (c), (e)) or the Intervention on the High Seas Act. ​ CERCLA contains a similar liability regime whereby owners and operators of vessels are liable for cleanup, removal and remedial costs, as well as damages for injury to, or destruction or loss of, natural resources, including the reasonable costs associated with assessing the same, and health assessments or health effects studies. There is no liability if the discharge of a hazardous substance results solely from the act or omission of a third party, an act of God or an act of war. Liability under CERCLA is limited to the greater of $300 per gross ton or $5.0 million for vessels carrying a hazardous substance as cargo and the greater of $300 per gross ton or $500,000 for any other vessel. ​ These limits do not apply (rendering the responsible person liable for the total cost of response and damages) if the release or threat of release of a hazardous substance resulted from willful misconduct or negligence, or the primary cause of the release was a violation of applicable safety, construction or operating standards or regulations. The limitation on liability also does not apply if the responsible person fails or refused to provide all reasonable cooperation and assistance as requested in connection with response activities where the vessel is subject to OPA. ​ OPA and CERCLA each preserve the right to recover damages under existing law, including maritime tort law. OPA and CERCLA both require owners and operators of vessels to establish and maintain with the USCG evidence of financial responsibility sufficient to meet the maximum amount of liability to which the particular responsible person may be subject. ​ 62 Table of Contents ​ Vessel owners and operators may satisfy their financial responsibility obligations by providing a proof of insurance, a surety bond, qualification as a self-insurer or a guarantee. We comply and plan to comply going forward with the USCG’s financial responsibility regulations by providing applicable certificates of financial responsibility. ​ OPA specifically permits individual states to impose their own liability regimes with regard to oil pollution incidents occurring within their boundaries, provided they accept, at a minimum, the levels of liability established under OPA. Some states have enacted legislation providing for unlimited liability for oil spills, and many U.S. states that border a navigable waterway have enacted environmental pollution laws that impose strict liability on a person for removal costs and damages resulting from a discharge of oil or a release of a hazardous substance. Moreover, some states have enacted legislation providing for unlimited liability for discharge of pollutants within their waters, although in some cases, states which have enacted this type of legislation have not yet issued implementing regulations defining vessel owners’ responsibilities under these laws. These laws may be more stringent than U.S. federal law. We intend to comply with all applicable state regulations in the ports where our vessels call. ​ We currently maintain pollution liability coverage insurance in the amount of $1 billion per incident for each of our vessels. If the damages from a catastrophic spill were to exceed our insurance coverage, it could have an adverse effect on our business and results of operations. ​ Other United States Environmental Initiatives ​ The U.S. Clean Air Act of 1970 (including its amendments of 1977 and 1990) (“CAA”) requires the EPA to promulgate standards applicable to emissions of volatile organic compounds and other air contaminants. Our vessels are subject to vapor control and recovery requirements for certain cargoes when loading, unloading, ballasting, cleaning, and conducting other operations in regulated port areas. The CAA also requires states to draft State Implementation Plans, or SIPs, designed to attain national health-based air quality standards in each state. Although state-specific, SIPs may include regulations concerning emissions resulting from vessel loading and unloading operations by requiring the installation of vapor control equipment. Our vessels operating in such regulated port areas with restricted cargoes are equipped with vapor return lines that satisfy these existing requirements. ​ The U.S. Clean Water Act (“CWA”) prohibits the discharge of oil, hazardous substances, and ballast water in U.S. navigable waters unless authorized by a duly issued permit or exemption and imposes strict liability in the form of penalties for any unauthorized discharges. The CWA also imposes substantial liability for the costs of removal, remediation, and damages and complements the remedies available under OPA and CERCLA. ​ The EPA and the USCG have also enacted rules relating to ballast water discharge, compliance with which requires the installation of equipment on our vessels to treat ballast water before it is discharged or the implementation of other port facility disposal arrangements or procedures at potentially substantial costs, and/or otherwise restrict our vessels from entering U.S. Waters. The EPA will regulate these ballast water discharges and other discharges incidental to the normal operation of certain vessels within United States waters pursuant to the Vessel Incidental Discharge Act (“VIDA”), which was signed into law on December 4, 2018 and replaced the 2013 Vessel General Permit (“VGP”) program and current Coast Guard ballast water management regulations adopted under the U.S. National Invasive Species Act, such as mid-ocean ballast exchange programs and installation of approved USCG technology for all vessels equipped with ballast water tanks bound for U.S. ports or entering U.S. waters. VIDA establishes a new framework for the regulation of vessel incidental discharges under the CWA, requires the EPA to develop performance standards for those discharges within two years of enactment, and requires the U.S. Coast Guard to develop implementation, compliance and enforcement regulations within two years of EPA’s promulgation of standards. In October 2024, the EPA finalized its rule on Vessel Incidental Discharge Standards of Performance, which means that the USCG must now develop corresponding regulations regarding ballast water within two years of that date. Under VIDA, all provisions of the 2013 VGP and USCG regulations regarding ballast water treatment remain in force and effect until the EPA and U.S. Coast Guard regulations are finalized. Non-military, non-recreational vessels greater than 79 feet in length must continue to comply with the requirements of the VGP, including submission of a Notice of Intent (“NOI”) or retention of a Permit Authorization and Record of Inspection (“PARI”) form and submission of annual reports. 63 Table of Contents ​ We have submitted NOIs for our vessels where required. Compliance with the EPA, U.S. Coast Guard, and state regulations could require the installation of ballast water treatment equipment on our vessels or the implementation of other port facility disposal procedures at potentially substantial cost or may otherwise restrict our vessels from entering U.S. waters. ​ European Union Regulations ​ In October 2009, the European Union amended a directive to impose criminal sanctions for illicit ship-source discharges of polluting substances, including minor discharges, if committed with intent, recklessly or with serious negligence and the discharges individually or in the aggregate result in deterioration of the quality of water. Aiding and abetting the discharge of a polluting substance may also lead to criminal penalties. The directive applies to all types of vessels, irrespective of their flag, but certain exceptions apply to warships or where human safety or that of the ship is in danger. Criminal liability for pollution may result in substantial penalties or fines and increased civil liability claims. Regulation (EU) 2015/757 of the European Parliament and of the Council of 29 April 2015 (amending EU Directive 2009/16/EC) governs the monitoring, reporting, and verification of carbon dioxide emissions from maritime transport, and, subject to some exclusions, requires companies with ships over 5,000 gross tonnage to monitor and report carbon dioxide emissions annually, which may cause us to incur additional expenses. ​ The European Union has adopted several regulations and directives requiring, among other things, more frequent inspections of high-risk ships, as determined by type, age, and flag as well as the number of times the ship has been detained. The European Union also adopted and extended a ban on substandard ships and enacted a minimum ban period and a definitive ban for repeated offenses. The regulation also provided the European Union with greater authority and control over classification societies, by imposing more requirements on classification societies and providing for fines or penalty payments for organizations that failed to comply. ​ Furthermore, the EU has implemented regulations requiring vessels to use reduced sulfur content fuel for their main and auxiliary engines. The EU Directive 2005/33/EC (amending Directive 1999/32/EC) introduced requirements parallel to those in Annex VI relating to the sulfur content of marine fuels. In addition, the EU imposed a 0.1% maximum sulfur requirement for fuel used by ships at berth in the Baltic, the North Sea, and the English Channel (the so called “SOx-Emission Control Area”). As of January 2020, EU member states must also ensure that ships in all EU waters, except the SOx-Emission Control Area, use fuels with a 0.5% maximum sulfur content. ​ On September 15, 2020, the European Parliament voted to include greenhouse gas emissions from the maritime sector in the European Union’s carbon market, the EU Emissions Trading System (“EU ETS”) as part of its “Fit-for-55” legislation to reduce net greenhouse gas emissions by at least 55% by 2030. This will require shipowners to buy permits to cover these emissions. On December 18, 2022, the Environmental Council and European Parliament agreed on a gradual introduction of obligations for shipping companies to surrender allowances equivalent to a portion of their carbon emissions: 40% for verified emissions from 2024, 70% for 2025 and 100% for 2026. Most large vessels will be included in the scope of the EU ETS from the start. Big offshore vessels of 5,000 gross tonnage and above will be included in the 'MRV' on the monitoring, reporting and verification of CO2 emissions from maritime transport regulation from 2025 and in the EU ETS from 2027. General cargo vessels and off-shore vessels between 400-5,000 gross tonnage will be included in the MRV regulation from 2025 and their inclusion in EU ETS will be reviewed in 2026. Furthermore, starting from January 1, 2026, the ETS regulations will expand to include emissions of two additional greenhouse gases: nitrous oxide and methane. ​ The EU also adopted the FuelEU Maritime regulation, a proposal included in the "Fit-for-55" legislation, which took effect from January 2025. FuelEU Maritime sets requirements on the annual average GHG intensity of energy used by ships trading within the EU or European Economic Area (EEA). This intensity is measured as GHG emissions per energy unit (gCO2e/MJ) and, in turn, GHG emissions are calculated in a well-to-wake perspective. The calculation takes into account emissions related to the extraction, cultivation, production and transportation of fuel, in addition to emissions from energy used on board the ship. The baseline for the calculation is the average well-to-wake GHG intensity of the fleet in 2020: 91.16 gCO2e/MJ. The regulatory threshold is set at a 2% reduction in 2025, increasing to 6% in 2030, and accelerating from 2035 to reach an 80% reduction by 2050. 64 Table of Contents ​ Compliance with the EU ETS and FuelEU Maritime regulations will result in additional compliance and administration costs to properly incorporate the provisions of the Directive into our business routines. Additional EU regulations which are part of the EU’s "Fit-for-55," could also affect our financial position in terms of compliance and administration costs when they take effect. ​ International Labour Organization ​ The International Labour Organization (the “ILO”) is a specialized agency of the UN that has adopted the Maritime Labour Convention 2006 (“MLC 2006”). A Maritime Labour Certificate and a Declaration of Maritime Labour Compliance is required to ensure compliance with the MLC 2006 for all ships that are 500 gross tonnage or over and are either engaged in international voyages or flying the flag of a Member and operating from a port, or between ports, in another country. We believe that all our vessels are in substantial compliance with and are certified to meet MLC 2006. ​ Greenhouse Gas Regulation ​ Currently, the emissions of greenhouse gases from international shipping are not subject to the Kyoto Protocol to the United Nations Framework Convention on Climate Change, which became effective in 2005 and pursuant to which adopting countries have been required to implement national programs to reduce greenhouse gas emissions. International negotiations are continuing with respect to a successor to the Kyoto Protocol, and restrictions on shipping emissions may be included in any new treaty. ​ In December 2009, more than 27 nations, including the U.S. and China, signed the Copenhagen Accord, which includes a non-binding commitment to reduce greenhouse gas emissions. The 2015 United Nations Climate Change Conference in Paris resulted in the Paris Agreement, which became effective on November 4, 2016 and does not directly limit greenhouse gas emissions from ships. The U.S. is not a party to the Paris Agreement. ​ At MEPC 70 and MEPC 71, a draft outline of the structure of the initial strategy for developing a comprehensive IMO strategy on reduction of greenhouse gas emissions from ships was approved. In accordance with this roadmap, in April 2018, nations at the MEPC 72 adopted an initial strategy to reduce greenhouse gas emissions from ships. The initial strategy identifies “levels of ambition” to reduce greenhouse gas (“GHG”) emissions and notes that technological innovation, alternative fuels and/or energy sources for international shipping will be integral to achieve the ambitions. At MEPC 77, the Member States agreed to initiate the revision of the Initial IMO Strategy on Reduction of GHG emissions from ships, recognizing the need to strengthen the “levels of ambition.” ​ In July 2023, MEPC 80 adopted the 2023 IMO Strategy on Reduction of GHG Emissions from Ships (the “2023 IMO Strategy”), which builds upon the initial strategy’s levels of ambition The revised levels of ambition include (1) further decreasing the carbon intensity from ships through improvement of energy efficiency; (2) reducing carbon intensity of international shipping; (3) increasing adoption of zero or near-zero emissions technologies, fuels, and energy sources; and (4) achieving net zero GHG emissions from international shipping. Furthermore, the following indicative checkpoints were adopted in order to reach net zero GHG emissions from international shipping: (1) reduce the total annual GHG emissions from international shipping by at least 20%, striving for 30%, by 2030, compared to 2008 levels; and (2) reduce the total annual GHG emissions from international shipping by at least 70%, striving for 80%, by 2040, compared to 2008 levels. As part of the 2023 IMO Strategy, MEPC also created the IMO Net-zero Framework, which will combine mandatory emissions limits and GHG pricing across the industry. The IMO Net-zero Framework is scheduled to be voted on in October 2026 and once adopted will eventually be included in Annex VI. Under these draft regulations, ships will be required to reduce their annual greenhouse gas fuel intensity (“GFI”) calculated using the well-to-wake approach and ships emitting above GFI thresholds will have to acquire remedial units to balance its deficit emissions, while those using zero or near-zero GHG technologies will be eligible for financial rewards. ​ The EU made a unilateral commitment to reduce overall greenhouse gas emissions from its member states from 20% of 1990 levels by 2020. The EU also committed to reduce its emissions by 20% under the Kyoto Protocol’s second period from 2013 to 2020. ​ 65 Table of Contents ​ Starting in January 2018, large ships over 5,000 gross tonnage calling at EU ports are required to collect and publish data on carbon dioxide emissions and other information. Under the European Climate Law, the EU committed to reduce its net greenhouse gas emissions by at least 55% by 2030 through its “Fit-for-55” legislation package. As part of this initiative, the European Union’s carbon market, EU ETS, was extended to cover CO2 emissions from all large ships entering EU ports starting in January 2024. ​ In the United States, the EPA issued a finding that greenhouse gases endanger the public health and safety, adopted regulations to limit greenhouse gas emissions from certain mobile sources and proposed regulations to limit greenhouse gas emissions from large stationary sources. However, in March 2017, the U.S. Administration issued an executive order to review and possibly eliminate the EPA’s plan to cut greenhouse gas emissions, and on August 13, 2020, the EPA released rules rolling back standards to control methane and volatile organic compound emissions from new oil and gas facilities. In early 2021, the U.S. Administration directed the EPA to publish a proposed rule suspending, revising, or rescinding certain of these rules, which was finalized in December 2023. However, the current U.S. Administration is delaying these requirements limiting methane emissions and is considering repealing the measure altogether. Therefore, it is unclear how such environmental regulations could affect our operations. Any passage of climate control legislation or other regulatory initiatives by the IMO, the EU, the U.S. or other countries where we operate, or any treaty adopted at the international level to succeed the Kyoto Protocol or Paris Agreement, that restricts emissions of greenhouse gases could require us to make significant financial expenditures which we cannot predict with certainty at this time. Even in the absence of climate control legislation, our business may be indirectly affected to the extent that climate change may result in sea level changes or certain weather events. ​ Vessel Security Regulations ​ Since the terrorist attacks of September 11, 2001 in the United States, there have been a variety of initiatives intended to enhance vessel security such as the U.S. Maritime Transportation Security Act of 2002 (“MTSA”). To implement certain portions of the MTSA, the USCG issued regulations requiring the implementation of certain security requirements aboard vessels operating in waters subject to the jurisdiction of the United States and at certain ports and facilities, some of which are regulated by the EPA. ​ Similarly, Chapter XI-2 of the SOLAS Convention imposes detailed security obligations on vessels and port authorities and mandates compliance with the International Ship and Port Facility Security Code (“the ISPS Code”). The ISPS Code is designed to enhance the security of ports and ships against terrorism. ​ To trade internationally, a vessel must attain an International Ship Security Certificate (“ISSC”) from a recognized security organization approved by the vessel’s flag state. Ships operating without a valid certificate may be detained, expelled from, or refused entry at port until they obtain an ISSC. ​ The USCG regulations, intended to align with international maritime security standards, exempt non-U.S. vessels from MTSA vessel security measures, provided such vessels have on board a valid ISSC that attests to the vessel’s compliance with the SOLAS Convention security requirements and the ISPS Code. Future security measures could have a significant financial impact on us. We intend to comply with the various security measures addressed by MTSA, the SOLAS Convention, and the ISPS Code. ​ The cost of vessel security measures has also been affected by the escalation in the frequency of acts of piracy against ships, notably off the coast of West Africa and Somalia, including the Gulf of Aden, and Arabian Sea area. Substantial loss of revenue and other costs may be incurred as a result of detention of a vessel or additional security measures, and the risk of uninsured losses could significantly affect our business. Costs are incurred in taking additional security measures in accordance with Best Management Practices to Deter Piracy, notably those contained in the BMP WAF and BMP5 industry standard. ​ 66 Table of Contents ​ Inspection by Classification Societies ​ The hull and machinery of every commercial vessel must be classed by a classification society authorized by its country of registry. The classification society certifies that a vessel is safe and seaworthy in accordance with the applicable rules and regulations of the country of registry of the vessel and SOLAS. Most insurance underwriters make it a condition for insurance coverage and lending that a vessel be certified “in class” by a classification society which is a member of the International Association of Classification Societies, the IACS. The IACS has adopted harmonized Common Structural Rules, or the Rules, which apply to oil tankers and bulk carriers contracted for construction on or after July 1, 2015. The Rules attempt to create a level of consistency between IACS Societies. All of our vessels are certified as being “in class” by all the applicable Classification Societies (e.g., American Bureau of Shipping, Lloyd’s Register of Shipping, and DNV-GL). ​ A vessel must undergo annual surveys, intermediate surveys, drydockings, and special surveys. In lieu of a special survey, a vessel’s machinery may be on a continuous survey cycle, under which the machinery would be surveyed periodically over a five-year period. Every vessel is required to be physically drydocked by its fifth and tenth anniversary to coincide with its first and second special surveys, respectively, and every 30 to 36 months thereafter, for inspection of the underwater parts of the vessel. Provided the vessel has an in-water-survey notation, in-water-surveys can take place at the 2.5 to 3 years & 7.5 to 8 years anniversary of the vessel in lieu of a physical drydocking. If any vessel does not maintain its class and/or fails any annual survey, intermediate survey, drydocking, or special survey, the vessel will be unable to carry cargo between ports and will be unemployable and uninsurable which could cause us to be in violation of certain covenants in our loan agreements. Any such inability to carry cargo or be employed, or any such violation of covenants, could have a material adverse impact on our financial condition and results of operations. ​ Risk of Loss and Liability Insurance ​ General ​ The operation of any cargo vessel includes risks such as mechanical failure, physical damage, collision, property loss, cargo loss or damage and business interruption due to political circumstances and conflicts in foreign countries, piracy incidents, hostilities, and labor strikes. In addition, there is always an inherent possibility of marine disaster, including oil spills and other environmental mishaps, and the liabilities arising from owning and operating vessels in international trade. For example, OPA, which imposes virtually unlimited liability upon shipowners, operators and bareboat charterers of any vessel trading in the exclusive economic zone of the United States for certain oil pollution accidents in the United States, has made liability insurance more expensive for shipowners and operators trading in the United States market. We carry insurance coverage as customary in the shipping industry. However, not all risks can be insured, specific claims may be rejected, and we might not be always able to obtain adequate insurance coverage at reasonable rates. ​ Hull and Machinery Insurance ​ We procure hull and machinery insurance, protection and indemnity insurance, which includes environmental damage and pollution insurance and war risk insurance and freight, demurrage and defense insurance for our fleet. We generally do not maintain insurance against loss of hire (except for certain charters for which we consider it appropriate), which covers business interruptions that result in the loss of use of a vessel. ​ Protection and Indemnity Insurance ​ Protection and indemnity insurance is provided by mutual protection and indemnity associations, or “P&I Associations”, and covers our third-party liabilities in connection with our shipping activities. This includes third-party liability and other related expenses of injury or death of crew, passengers and other third parties, loss or damage to cargo, claims arising from collisions with other vessels, damage to other third-party property, pollution arising from oil or other substances and salvage, towing and other related costs, including wreck removal. Protection and indemnity insurance is a form of mutual indemnity insurance, extended by protection and indemnity mutual associations, or “clubs.” ​ 67 Table of Contents ​ Our current protection and indemnity insurance coverage for pollution is $1 billion per vessel per incident. The 12 P&I Associations that comprise the International Group insure approximately 90% of the world’s commercial tonnage and have entered into a pooling agreement to reinsure each association’s liabilities. The International Group’s website states that the pool provides a mechanism for sharing all claims in excess of $10 million up to, currently, approximately $3.4 billion. As a member of a P&I Association, which is a member of the International Group, we are subject to calls payable to the associations based on our claim records as well as the claim records of all other members of the individual associations and members of the shipping pool of P&I Associations comprising the International Group. ​ Exchange Controls ​ Under Marshall Islands law, there are currently no restrictions on the export or import of capital, including foreign exchange controls or restrictions that affect the remittance of dividends, interest or other payments to non-resident holders of our common shares. ​ C. Organizational Structure ​ Please see Item 4.A (“Information on the Company — History and Development of the Company”) in this Annual Report for information about our organizational structure. We have 77 wholly owned subsidiaries. In addition, we have a 50% interest in a joint venture entity, and a 10% equity stake in another entity. A list of our subsidiaries is included as Exhibit 8.1 to this Annual Report. ​ D. Property, Plant, and Equipment ​ Other than our vessels, a description of which is included in Item 4.B “Business Overview — Fleet List” of this Annual Report, we own no material property. We have entered into leases with third parties for our office space in Cork, Ireland, Singapore and Houston, Texas. Average aggregate payments under these three leases are approximately $0.7 million per annum. ​ As of March 6, 2026, 20 of our 25 owned vessels are subject to mortgages relating to our credit facilities. ​ Item 4.A. Unresolved Staff Comments ​ None. ​ ​ ​ 68 Table of Contents ​