TORM plc Board Changes Following Threshold Date Milestone

On January 6, 2026, TORM plc, a prominent player in the maritime transportation sector, reported crucial developments regarding its Board of Directors. This update is in relation to the announcement made on December 23, 2025, concerning Hafnia Limited's acquisition of shares in TORM from Oaktree Capital Management and its associates. As outlined in TORM's Articles of Association, the Board has officially established the threshold date, marking a pivotal moment in the company's governance structure.

The significance of this threshold date is that Oaktree and its affiliates no longer hold at least a third of the issued shares in TORM, which was a condition that allowed for the authority of certain Board positions. Consequently, this change influenced the role of the B-Director, resulting in the cessation of their position and authority within the organization. As a direct result, David Weinstein, who has served as the Deputy Chairman and Senior Independent Director, will leave the Board.

Weinstein joined TORM's Board in 2015 and has been instrumental during various transformative phases in the company's history. In a statement reflecting on his tenure, he expressed gratitude for the opportunity to work with a remarkable team and acknowledged the contributions of all associates, management, and Board members towards the success of TORM. He will, however, remain with the company in a special advisory role moving forward, providing guidance and support in his continued engagement.

In light of these changes, it’s essential to note that the limitations previously imposed on TORM's actions due to Article 137 will cease to apply post-threshold date. This means that TORM can now act without needing additional approvals, barring any that may be mandated by relevant legislation.

Moreover, in accordance with the Articles, the process to redeem and cancel B- and C-shares is currently underway, significantly restructuring TORM's capital structure. Post-completion of these processes, 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. Interestingly, despite the cessation of voting rights attached to C-shares, the B-share retains its voting authority until fully redeemed. This shift implies a transition in the power dynamics within the company as share ownership redistributes responsibility and influence.

TORM has built its reputation as one of the leading carriers of refined oil products, with a robust commitment to safety, environmental responsibility, and customer service. Founded in 1889, TORM operates a fleet of product tanker vessels globally and is publicly listed on NASDAQ in both Copenhagen and New York.

Conclusion

The transformative changes within the Board of Directors at TORM plc signify a crucial step in the company’s strategic evolution. As new governance structures come into play, the focus will be directed towards maintaining operational excellence and navigating future challenges in the maritime industry. Stakeholders will be keenly observing how TORM adapts to this new chapter, especially with the continued expertise of Mr. Weinstein as a Special Advisor. Companies such as TORM that adapt and innovate through transitional periods often emerge stronger and more resilient to navigate the complexities of the maritime and trading environment.