TORM plc’s issued an announcement dated 23 December 2025 regarding completion of Hafnia Limited’s acquisition of shares in TORM plc from Oaktree Capital Management, L.P. and its affiliates (“Oaktree”).
In accordance with TORM plc’s articles of association, the Board of Directors has determined that the threshold date defined in the Articles (being the first time at which Oaktree and its affiliates have ceased to beneficially own at least one third of the issued shares, excluding any shares held in treasury) has occurred and is therefore set at today.
As the ownership stake held by Oaktree and its affiliates is now below the one-third threshold, the position and authority of the B-Director is extinguished. As a result, our Deputy Chairman and Senior Independent Director, David Weinstein, will leave the Board effective as of this date. The Board wishes to thank Mr. Weinstein for his support and dedication to the company and its associates since joining the Board in 2015. His experience and dedication have proven invaluable to the Board and to the Company. Upon his departure from the Board, the Company has retained Mr. Weinstein in an ongoing capacity as a Special Advisor to the Board.
Mr. Weinstein stated that: “It has been a great privilege serving TORM through numerous transformative events and business cycles. The success of the One TORM platform is a direct result of the enormous contributions from our associates, our Management and our Board all working in concert to deliver safety, excellence and value. I am honored to have worked with such an extraordinary team. I am grateful for their trust and support and confident in the company’s future success.”
The limitations on TORM plc’s actions set out in Article 137 stop having effect immediately at the threshold date and no approvals will be needed other than any provided under the legislation for any reserved matter after that time.
The B- and C-shares are in the process of being redeemed and cancelled in accordance with the Articles and no further B- or C-shares can then be issued.
The C-share right to vote 350,000,000 shares has ceased as from the threshold date. The right of the B-share to one vote continues until it is redeemed. Therefore, from the threshold date, the voting rights are 101,332,707 A-shares and one B-share, each with one vote per share.
After the redemption/cancellation, TORM plc’s share capital will amount to USD 1,013,327.07 divided into 101,332,707 A-shares of USD 0.01 each.