Diana Shipping Inc. (NYSE: DSX) urged Genco Shipping & Trading Limited (NYSE: GNK) shareholders to vote for its board nominees and against Genco's poison pill and equity incentive plan ahead of the June 18 annual meeting.

Diana, which owns 14.4% of Genco's outstanding shares, recommended shareholders vote for its nominees Jens Ismar and Paul Cornell while withholding votes from Genco directors Basil G. Mavroleon and Arthur L. Regan. The company also urged votes against Genco's proposals to ratify its poison pill and equity incentive plan.

Institutional Shareholder Services recommended shareholders vote against both the equity incentive plan and poison pill ratification. ISS found the incentive plan's cost excessive and cited concerns about plan features, noting the proposed amendment would authorize an additional 1.673 million shares, diluting current shareholders by approximately 3.8%.

Regarding the poison pill, ISS stated the proposed extension raises concern about entrenchment and that it "does not provide a reasonable means for redemption" if another party attempts to acquire Genco. The advisory vote means Genco's board can ignore the result even if shareholders vote against the measure.

Diana maintains a $24.80 per share all-cash tender offer for Genco, which expires at 5:00 p.m. New York time on June 26, 2026, unless extended. The company increased the offer price from an initial $23.50 per share in May.

Mavroleon has served on Genco's board for more than 20 years and chairs the Compensation Committee. Regan served as Genco's Executive Chairman from 2016 to 2021 and currently chairs the Nominating and Corporate Governance Committee. Nearly 31% of shareholders voted against Regan's reelection at last year's annual meeting.