Management Change/Compensation - Form 8-K

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Compensatory Arrangements of Certain Officers

On March 14, 2024, the Human Resources and Compensation Committee (the "Committee") of the Board of Directors (the "Board") of International Seaways, Inc. ("INSW" or the "Company"), on behalf of the Board, approved certain actions concerning the compensation of the Company's President and Chief Executive Officer (Ms. Lois Zabrocky); its Senior Vice President, Chief Financial Officer and Treasurer (Mr. Jeffrey Pribor); its Senior Vice President, Chief Administrative Officer, Secretary and General Counsel (Mr. James D. Small); its Senior Vice President and Chief Commercial Officer (Mr. Derek Solon); its Senior Vice President and Chief Technical and Sustainability Officer (Mr. William Nugent); and its Vice President and Controller (Mr. Adewale Oshodi), in each case as described below:

The Committee approved entry by the Company into agreements to implement annual base salary increases for each of Ms. Zabrocky, Mr. Pribor, Mr. Small and Mr. Oshodi, the forms of which are filed as Exhibits 10.1, 10.2, 10.3 and 10.4, respectively. As a result of these increases, Ms. Zabrocky will receive an annual base salary of $800,000; Mr. Pribor will receive an annual base salary of $610,000; Mr. Small will receive an annual base salary of $555,000; and Mr. Oshodi will receive an annual base salary of $310,860. The Committee also approved increases to the annual base salaries of each of Mr. Solon and Mr. Nugent to $435,000. The salary increases will be retroactive with effect from January 1, 2024.

All other material terms of such persons' employment remain unchanged.

Section 9 - Financial Statements and Exhibits