Form of Non-Employee Director Restricted Stock Award Agreement
FORM OF NON-EMPLOYEE DIRECTOR
RESTRICTED STOCK AWARD AGREEMENT
THIS AWARD AGREEMENT (the “Agreement”), made as of this [____] day of [_____], 20[___], between International Seaways, Inc. (the “Company”), a Marshall Islands corporation, and [_____________] (the “Participant”).
WHEREAS, the Company has adopted the International Seaways, Inc. 2020 Non-Employee Director Incentive Compensation Plan (the “Plan”) to promote the interests of the Company and its shareholders by providing certain non-employee directors of the Company, who are largely responsible for the management, growth and protection of the business of the Company, with incentives and rewards to encourage them to continue in the service of the Company; and
WHEREAS, Section 7 of the Plan provides for the grant of Other Stock-Based Awards, including restricted stock, to Participants in the Plan.
NOW THEREFORE, in consideration of the promises and the mutual covenants hereinafter set forth, the parties hereto hereby agree as follows:
IN WITNESS WHEREOF, International Seaways, Inc. has caused this Agreement to be duly executed by its duly authorized officer and said Participant has hereunto signed this Agreement on his own behalf, THEREBY REPRESENTING THAT HE OR SHE HAS CAREFULLY READ AND UNDERSTANDS THIS AGREEMENT AND THE PLAN, as of the day and year first above written.
INTERNATIONAL SEAWAYS, INC.
Internal Revenue Service Center at
Election to Include the Value of Restricted Property in Income in the Year of Transfer Pursuant to Code Sec. 83(b)
Social Security Number: ____________________
Tax Year End: [___]
Pursuant to Code Sec. 83(b), I hereby elect to include the value of the restricted property identified below in my taxable income for the tax year ending 2020, the year of the transfer.
In accordance with Treasury Regulation §1.83-2(e), the following information is provided for the property that is subject to this election:
|1.||Property Transferred: _________ shares of Common Stock of International Seaways, Inc. (the “Company”).|
|2.||Date on which property was transferred: [______], 20[__].|
|3.||Fair market value of property at time of transfer (determined without regard to any restrictions other than nonlapse restrictions): $______ per share of Common Stock.|
|4.||Total amount paid for the property: $0 per share of Common Stock.|
|5.||Nature of Restriction: Unvested shares may not be transferred, pledged, assigned or otherwise encumbered and are subject to forfeiture in the event of termination of services for any reason. All shares vest fully on [____________________] (the “Vesting Date”).|
A copy of this election statement has been furnished to International Seaways, Inc., the entity for which I perform services.
________________________________________ Date: ____________________