Sec Form 4 Filing - WOBENSMITH JOHN C @ GENCO SHIPPING & TRADING LTD - 2018-10-15

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person WOBENSMITH JOHN C 2. Issuer Name and Ticker or Trading Symbol GENCO SHIPPING & TRADING LTD [ GNK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CEO, President and Secretary (Last) (First) (Middle) C/O GENCO SHIPPING & TRADING LIMITED, 299 PARK AVENUE, 12TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/15/2018 (Street) NEW YORK, NY10171 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/15/2018 M 97,466 A $ 0 267,142 D Common Stock 10/15/2018 S 12,210 ( 1 ) D $ 12.7318 ( 2 ) 254,932 D Common Stock 10/16/2018 S 13,757 ( 1 ) D $ 12.7333 ( 2 ) 241,175 D Common Stock 10/17/2018 S 20,817 ( 1 ) D $ 12.2376 ( 2 ) 220,358 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 3 ) ( 4 ) ( 4 ) ( 4 ) Common Stock 20,088 ( 3 ) 20,088 D Option $ 13.69 02/27/2019( 5 ) 02/27/2024 Common Stock 65,789 65,789 D Restricted Stock Units ( 3 ) ( 6 ) 10/15/2018 M 97,466 ( 6 ) ( 6 ) Common Stock 194,932 ( 3 ) $ 0 97,466 D Option $ 11.13 10/15/2017( 7 ) 03/23/2023 Common Stock 133,000 133,000 D Warrant $ 259.1 08/07/2015( 8 ) 08/07/2020 Common Stock 47,613 476,133 D Warrant $ 287.3 08/07/2015( 8 ) 08/07/2020 Common Stock 49,340 493,402 D Warrant $ 341.9 08/07/2015( 8 ) 08/07/2020 Common Stock 74,195 741,958 D Warrant $ 209.9 07/09/2014 07/09/2021 Common Stock 2,653 26,533 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WOBENSMITH JOHN C C/O GENCO SHIPPING & TRADING LIMITED 299 PARK AVENUE, 12TH FLOOR NEW YORK, NY10171 CEO, President and Secretary Signatures /s/ John C. Wobensmith 10/17/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares were sold under instructions given in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in order to satisfy the reporting person's tax obligations for restricted stock units that vested and settled in shares of the issuer's common stock on October 15, 2018. ( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.585 to $12.86 (inclusive) on October 15, 2018, from $12.60 to $12.89 (inclusive) on October 16, 2018, and from $12.055 to $12.65 (inclusive) on October 17, 2018. The reporting person undertakes to provide to Genco Shipping & Trading Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. ( 3 )Each restricted stock unit represents the right to receive one share of the issuer's common stock, or in the sole discretion of the issuer's Compensation Committee, the value of a share of common stock on the date that the restricted stock unit vests. ( 4 )These restricted stock units generally vest in equal installments on each of the first three anniversaries of February 27, 2018. ( 5 )These options generally become exercisable in equal installments on each of the first three anniversaries of February 27, 2018. ( 6 )Of the original grant of 292,398 re stricted stock units, 97,466 restricted stock units vested on each of October 15, 2017 and October 15, 2018. The remaining unvested RSUs will generally vest on October 15, 2019. ( 7 )These options generally become exercisable in equal installments on each of the first three anniversaries of October 15, 2016. ( 8 )These warrants became exercisable in equal installments on each of the first three anniversaries of August 7, 2014.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.