UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2017

Commission File Number 001-37889


 TOP SHIPS INC.
(Translation of registrant's name into English)

1 VAS. SOFIAS & MEG.
ALEXANDROU STREET
151 24, MAROUSSI
ATHENS, GREECE

(Address of principal executive offices)

 
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F [X]       Form 40-F [  ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [  ].

Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [  ].

Note : Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 


 


 
 
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
 

 
On May 8, 2017, Top Ships Inc. (the "Company") issued 100,000 shares of Series D Preferred Stock (the "Series D Preferred Stock") to Tankers Family Inc., a company controlled by Lax Trust, which is an irrevocable trust established for the benefit of certain family members of Evangelos Pistiolis, for $1,000 pursuant to a stock purchase agreement (the "Stock Purchase Agreement") . Each share of Series D Preferred Stock has voting power of one thousand (1,000) common shares of the Company, par value $0.01 per share (the "Common Shares").

On April 21, 2017, Top Ships Inc. (the "Company") was informed by one of its senior lenders, ABN Amro Bank N.V. ("ABN Amro"), that the Company was in breach of a loan covenant that requires that any member of the family of Mr. Evangelos Pistiolis, the Company's President, Chairman and Chief Executive Officer, maintain an ownership interest (either directly and/or indirectly through companies beneficially owned by any member of the Pistiolis family and/or trusts or foundations of which any member of the Pistiolis family are beneficiaries) of 30% of the Company's outstanding C ommon Shares . ABN Amro requested that either the family of Mr. Evangelos Pistiolis maintain an ownership interest of at least 30% of the outstanding Common Shares or maintain a voting rights interest of above 50% in the Company. In order to regain compliance with the loan covenant, the Company issued the Series D Preferred Stock .

The Series D Preferred Stock has the following characteristics:
 
Conversion . Shares of the Series D Preferred Stock are not convertible into the Company's Common Shares.

Voting . One share of Series D Preferred Stock has the voting power of 1,000 Common Shares.

Distributions . The shares of Series D Preferred Stock shall have no dividend or distribution rights.
 
Maturity .   Series D Preferred Stock shall expire and all outstanding shares of Series D Preferred Stock shall be redeemed by the Company for par value on the date the currently outstanding loans with ABN Amro and Norddeutsche Landesbank Girozentrale, or loans with any other financial institution, which contain covenants that require that any member of the family of Mr. Evangelos Pistiolis, the President, Chairman and Chief Executive Officer of the Company, maintain a specific minimum ownership interest (either directly and/or indirectly through companies or other entities beneficially owned by any member of the Pistiolis family and/or trusts or foundations of which any member of the Pistiolis family are beneficiaries) of the Company's issued and outstanding common shares, respectively, are fully repaid or reach their maturity date. The Series D Preferred Stock shall not be otherwise redeemable.

Liquidation, Dissolution or Winding Up. Upon any liquidation, dissolution or winding up of the Company, the Series D Preferred Stock shall have a liquidation preference of $0.01 per share.
 
Attached to this report on Form 6-K as Exhibit 4.1 is a copy of the Certificate of Designation of Rights, Preferences and Privileges of Series D Preferred Stock of the Company.

Attached to this report on Form 6-K as Exhibit 10.1 is a copy of the Stock Purchase Agreement.

The information contained in this report on Form 6-K is hereby incorporated by reference into the Company's registration statement on Form F-3 (File No. 333-215577) that was filed with the SEC and became effective on February 1, 2017.


 


 
 
SIGNATURES

 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 

 
TOP SHIPS INC.
 
(Registrant)
 
 
Dated:  May 8, 2017
By:  /s/ Evangelos Pistiolis
 
Evangelos Pistiolis
Chief Executive Officer

 

 
 
Exhibit 4.1
 


CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND PRIVILEGES OF SERIES D PREFERRED STOCK OF TOP SHIPS INC.
Section 1.            Designation and Amount . The shares of such series shall be designated as " Series D Preferred Stock ". The Series D Preferred Stock shall have a par value of $0.01 per share, and the number of shares constituting such series shall initially be 100,000 which number the Board may from time to time increase or decrease (but not below the number then outstanding).
Section 2.            Adjustments . In the event the Company shall at any time after the issuance of any share or shares of Series D Preferred Stock (i) declare any dividend on the common stock of the Company par value $0.01 per share (the " Common Stock "), payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case there shall be no adjustment to the number of outstanding shares  of Series D Preferred Stock.
Section 3.            Maturity .  Series D Preferred Stock shall expire and all outstanding  shares of Series D Preferred Stock shall be redeemed by the Company for par value on the date the currently outstanding loans with ABN Amro Bank N.V. and Norddeutsche Landesbank Girozentrale, or loans with any other financial institution, which contain covenants that require that any member of the family of Mr. Evangelos Pistiolis, the President, Chairman and Chief Executive Officer of Top Ships Inc. (the " Company "), maintain a specific minimum ownership interest (either directly and/or indirectly through companies or other entities beneficially owned by any member of the Pistiolis family and/or trusts or foundations of which any member of the Pistiolis family are beneficiaries) of the Company's issued and outstanding common shares, respectively, are fully repaid or reach their maturity date.
Section 4.            Transferability .  Series D Preferred Stock shall only be transferable for its par value of $0.01 per share.
Section 5.            Dividends and Distributions .  The shares of Series D Preferred Stock shall have no dividend or distribution rights.
Section 6.            Voting Rights . The holders of shares of Series D Preferred Stock shall have the following voting rights:

(a)            Each share of Series D Preferred Stock shall entitle the holder thereof to one thousand (1,000) votes on all matters submitted to a vote of the shareholders of the Company.
(b)            Each share of the Series D Preferred Stock shall count for one thousand (1,000) votes for purposes of determining quorum at a meeting of shareholders.
(c)            Except as otherwise provided herein or by law, the holders of shares of Series D Preferred Stock and the holders of shares of Common Stock shall vote together as one class on all matters submitted to a vote of stockholders of the Company.
(d)            Except as required by law, holders of Series D Preferred Stock shall have no special voting rights and their consent shall not be required (except to the extent they are entitled to vote with holders of Common Stock as set forth herein) for taking any corporate action.
Section 7.            Reacquired Shares . Any shares of Series D Preferred Stock purchased or otherwise acquired by the Company in any manner whatsoever shall be retired and canceled promptly after the acquisition thereof. All such shares shall upon their cancellation become authorized but unissued shares of preferred stock and may be reissued as part of a new series of preferred stock to be created by resolution or resolutions of the Board, subject to the conditions and restrictions on issuance set forth herein and, in the Articles of Incorporation, as then amended.
Section 8.            Liquidation, Dissolution or Winding Up . Upon any liquidation, dissolution or winding up of the Company, the Series D Preferred Stock shall have a liquidation preference of $0.01 per share.
 Section 9.            Redemption . Except as provided herein, the shares of Series D Preferred Stock shall not be redeemable.
Section 10.            Amendment . The Articles of Incorporation of the Company shall not be further amended in any manner which would materially alter or change the powers, preference or special rights of the Series D Preferred Stock so as to affect them adversely without the affirmative vote of the holders of a majority of the outstanding shares of Series D Preferred Stock, voting separately as a class.
Section 11.            Fractional Shares . Series D Preferred Stock may not be issued in fractional shares.
Section 12.            Notices . Any notice to be delivered hereunder shall be delivered (via overnight courier, facsimile or email) to each holder at its last address as it shall appear upon the books and records of the Company at least ten (10) calendar days prior to the applicable record or effective date thereinafter specified.
Section 13.            Severability . If any provision of this Certificate of Designation is invalid, illegal or unenforceable, the balance of this Certificate of Designation shall remain in effect, and if any provision is inapplicable to any Person or circumstance, it shall nevertheless remain applicable to all other Persons and circumstances.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK



IN WITNESS WHEREOF, this Certificate of Designations is executed on behalf of the Company by its Director on this 8 th day of May, 2017.

 
By:
/s/ Alexandros Tsirikos
 
Name:
Alexandros Tsirikos
 
Title:
Director
 
 
 





 
 
Exhibit 10.1
STOCK PURCHASE AGREEMENT
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is entered into as of May 8, 2017 between TOP Ships Inc., a Marshall Islands corporation (the "Company") and Tankers Family Inc (the "Buyer").
RECITALS
WHEREAS , the Company wishes to sell 100,000 newly issued Series D Preferred Shares, par value $0.01 (the "Shares") to the Buyer, and the Buyer is willing to purchase the Shares from the Company, on the terms and conditions contained herein.
NOW, THEREFORE , in consideration of the premises and the respective representations, warranties, covenants and agreements stated herein, the parties agree as follows:
ARTICLE I

DEFINITIONS
Capitalized terms used in this Agreement have the meanings specified in (a) the preamble, (b) the recitals, (c) Article I or (d) elsewhere in this Agreement, as the case may be:
Governmental Body means any (a) nation, state, county, city, town, village, district, or other jurisdiction of any nature, (b) federal, state, local, municipal, foreign, or other government, (c) governmental or quasi-governmental authority of any nature (including any governmental agency, branch, department, official, or entity and any court or other tribunal), (d) multinational governmental organization or body, or € body exercising, or entitled to exercise, any administrative, executive, judicial, legislative, police regulatory or taxing authority or power of any nature.
Laws means all statutes, treaties, codes, ordinances, decrees, rules, regulations, municipal bylaws, judicial or arbitral or administrative or ministerial or departmental or regulatory judgments, orders, decisions, rulings or awards, policies, certificates, codes, licenses, permits, approval, guidelines, voluntary restraints, inspection reports, or any provisions of such laws, including general principles of common law and equity and the requirements of all Governmental Bodies, binding or affecting the Person referred to in the context in which such word is used; and "Law" means any one of them.
Lien means, with respect to the Shares (whether the same is consensual or nonconsensual or arises by contract, operation of law, legal process or otherwise): (i) any mortgage, lien, security interest, pledge, attachment, levy or other charge or encumbrance of any kind thereupon or in respect thereof or (ii) any other arrangement under which the same is transferred, sequestered or otherwise identified with the intention of subjecting the same to, or making the same available for, the payment or performance of any liability in priority to the payment of the ordinary, unsecured creditors, and which under applicable law has the foregoing effect, including any "adverse claim" (as Section 8-102(a) of each applicable Uniform Commercial Code defines that term).
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Person means any individual, firm, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization, government or agency or subdivision thereof or any other entity.
ARTICLE II

PURCHASE OF SHARES; CLOSING
Section 2.1            Purchase of Shares . Upon the terms and subject to the conditions of this Agreement, and on the basis of the representations and warranties hereinafter set forth, at the Closing, the Company shall sell, transfer, convey, assign and deliver to the Buyer, and the Buyer shall acquire and purchase from the Company, the Shares.
Section 2.2            Closing . The closing of the transactions contemplated hereby (the "Closing") shall take place within three trading days following the execution hereof at such time and place upon which the Buyer and the Company shall agree. The date on which the Closing is held is referred to in this Agreement as the "Closing Date." The parties need not to be present at Closing, and documents may be delivered through counsel.
Section 2.3            Purchase Price . The aggregate Purchase Price payable to the Company for the Shares shall be One Thousand United States Dollars ($1,000.00) representing a purchase price of $0.01 per share.
ARTICLE III

REPRESENTATIONS AND WARRANTIES OF THE COMPANY
The Company hereby represents and warrants to the Buyer as follows:
Section 3.1            Authorization . (a)  The Company has full corporate power and authority under its governing documents, and its shareholders and/or directors have taken all necessary action to authorize it, to execute and deliver this Agreement, to consummate the transactions contemplated herein and to take all actions required to be taken by it pursuant to the provisions hereof.
(b)            This Agreement constitutes the valid and binding obligation of the Company enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights generally and to the principles of equity (whether enforcement is sought in a proceeding in equity or at law).
Section 3.2            The Shares . (a) The Shares have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessable. The Shares are also free and clear of all Liens and are not and at Closing will not be subject to any agreements or understandings with respect to the voting or transfer of any of the Shares.
(b)            There are no current, and at Closing there will not be any, outstanding subscriptions, options, convertible securities, warrants or calls or preemptive rights of any kind
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issued or granted by, or binding upon, the Company to purchase or otherwise acquire or to sell or otherwise dispose of the Shares or any interest in them.
Section 3.3            Non-Contravention .   Neither the execution and delivery of this Agreement or any documents executed in connection herewith, nor the consummation of the transactions contemplated herein or therein, does or shall:
(a)            violate, conflict with, result in a breach of or require notice or consent under (i) any Law, (ii) the governing documents of the Company or (iii) any provision of any agreement or instrument to which the Company is a party;
(b)            contravene, conflict with, or result in a violation of, or give any Governmental Body or other Person the right to challenge any of such transactions or to exercise any remedy or obtain any relief under, any Law, to which the Company or the Shares, is subject;
(c)            require notice to or consent of any Governmental Body; or
(d)            result in the imposition or creation of any Lien upon or with respect to the Shares.
Section 3.4            Validity . There is no investigation, claim, proceeding or litigation of any type pending or, to the knowledge of the Company, threatened to which the Company is a party that (i) questions or involves the validity or enforceability of any of the Company's obligations under this Agreement or (ii) seeks (or reasonably might be expected to seek) (A) to prevent or delay the consummation by the Company of the transactions contemplated by the Agreement or (B) damages in connection with any such consummation.
Section 3.5            Litigation . There is no investigation, claim, proceeding or litigation of any type pending or, to the knowledge of the Company against the Company.
ARTICLE IV

REPRESENTATIONS AND WARRANTIES OF THE BUYER
The Buyer represents and warrants to the Company as follows:
Section 4.1            Authorization . The Buyer has full corporate power and authority under governing documents, and its board of directors and shareholders have taken all necessary action to authorize it, to execute and deliver this Agreement, to consummate the transactions contemplated herein and to take all actions required to be taken by it pursuant to the provisions hereof or thereof, and this Agreement constitutes the valid and binding obligation of the Buyer, enforceable against it in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights generally and to the principles of equity (whether enforcement is sought in a proceeding in equity or at law).
Section 4.2            Non-Contravention . Neither the execution and delivery of this Agreement, nor the consummation of the transactions contemplated herein or therein, does or shall violate, conflict with or result in breach of or require notice or consent under any Law, the governing
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 documents of the Buyer nor any provision of any agreement or instrument to which the Buyer is a party.
Section 4.3            Validity . There is no investigation, claim, proceeding or litigation of any type pending or, to the knowledge of the Buyer, threatened to which the Buyer is a party that (i) questions or involves the validity or enforceability of any of the Buyer's obligations under this Agreement or (ii) seeks (or reasonably might be expected to seek) (A) to prevent or delay the consummation by the Buyer of the transactions contemplated by this Agreement or (B) damages in connection with any such consummation.
ARTICLE V

COVENANTS
Section 5.1            Conduct of Business Pending Closing . The Buyer and the Company agree that between the date of the execution of this Agreement and the Closing, the Buyer and the Company shall (i) conduct the business and maintain and preserve their assets in the ordinary course of business (ii) not cause the distribution of any dividends, and (iii) use their reasonable efforts to cause all of the representations and warranties in Article III hereof to continue to be true and correct.
Section 5.2            Further Assurances . The Company shall execute, acknowledge and deliver or cause to be executed, acknowledged and delivered to the Buyer such assignments or other instruments of transfer, assignment and conveyance, in form and substance reasonably satisfactory to the Buyer, as shall be necessary to vest in the Buyer all of the right, title and interest in and to the Shares issued to the Buyer by the Company pursuant to this Agreement, free and clear of all Liens, and any other document reasonably requested by the Buyer in connection with this Agreement.
Section 5.3            Governmental Filings . As promptly as practicable after the execution of this Agreement, each party shall, in cooperation with the other, file any reports or notifications that may be required to be filed by it under applicable law, if any.
Section 5.4            Consents . After the Closing, the Company shall use its best efforts to obtain any consents or approvals or assist in any filings required in connection with the transactions contemplated hereby that are requested by the Buyer and that they have not been previously obtained or made.
Section 5.5            Public Announcements . Neither party shall without the prior approval of the other party, issue or permit any of its partners, stockholders, directors, officers, managers, members, employees, agents to issue, any press release or other public announcement with respect to this Agreement or the transactions contemplated hereby, except as may be required by Law or the rules of the U.S. Securities and Exchange Commission.
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ARTICLE VI

CONDITIONS TO CLOSING
Section 6.1            Conditions to Obligations of the Buyer . The obligations of the Buyer to consummate the transactions contemplated herein are subject, at the option of the Buyer, to satisfaction of the following conditions:
(a)            Compliance . The Company shall have complied with its covenants and agreements contained herein, and the representations and warranties contained in Article III hereof shall be true and correct in all material respects (except those representations and warranties qualified by materiality shall be true and correct in all respects) on the date hereof and as of the Closing Date.
(b)            Share Certificates . After the Buyer pays the Purchase Price in cash, check or by wire transfer to a bank account identified by the Company, the Company shall issue a stock certificate or initiate book-entry issuance in the name of Buyer evidencing the Shares, which certificate shall contain such legends (or the equivalent if such shares are held in book entry form) as the Company deems necessary or advisable to carry out the provisions of this Agreement;
(c)            Orders, etc . No action, suit or proceeding shall have been commenced or shall be pending or threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the transactions contemplated by this Agreement, by any Governmental Body or court that reasonably may be expected to prohibit consummation of the transactions contemplated by this Agreement.
(d)            Consents . All consents and approvals required in connection with the execution, delivery and performance of this Agreement shall have been obtained;
Section 6.2            Conditions to Obligations of the Company . The obligations of the Company to consummate the transactions contemplated herein are subject, at the option of the Company, to satisfaction of the following conditions:
(a)            Compliance . The Buyer shall have complied with its covenants and agreements contained herein, including but not limited to the payment of the Purchase Price, and the representations and warranties contained in Article IV hereof shall be true and correct in all material respects (except those representations and warranties qualified by materiality shall be true and correct in all respects) on the date hereof and as of the Closing Date.
(b)            Orders, etc . No action, suit or proceeding shall have been commenced or shall be pending or threatened, and no statute, rule, regulation or order shall have been enacted, promulgated, issued or deemed applicable to the transactions contemplated by this Agreement, by any Governmental Body or court that reasonably may be expected to prohibit consummation of the transactions contemplated by this Agreement.
(c)            Consents . All consents and approvals required in connection with the execution, delivery and performance of this Agreement shall have been obtained.
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ARTICLE VII

TERMINATION
Section 7.1            Grounds for Termination . This Agreement may be terminated at any time prior to the Closing Date:
(a)            By the mutual written agreement of the Buyer and the Company;
(b)            By the Buyer if any of the conditions set forth in Section 6.1 hereof shall have become incapable of fulfillment and shall not have been waived by the Buyer;
(c)            By the Company if any of the conditions set forth in Section 6.2 hereof shall have become incapable of fulfillment and shall not have been waived by the Company;
(d)            By either party by written notice thereof to the other, if the Closing contemplated hereby shall not have been consummated on or before [•], 2017, or such other date, if any, as the Buyer and the Company shall agree upon in writing; or
(e)            By the Buyer or the Company if the consummation of the transactions contemplated hereby would violate any nonappealable final order, decree or judgment of any court or Governmental Body having competent jurisdiction enjoining, restraining or otherwise preventing, or awarding substantial damages in connection with, or imposing a material adverse condition upon, the consummation of this Agreement or the transactions contemplated hereby; provided, however, that a party shall not be allowed to exercise any right of termination pursuant to this Section 8.1 if the event giving rise to such termination right shall be due to the negligent or willful failure of the party seeking to terminate this Agreement to perform or observe in any material respect any of the covenants or agreements set forth herein to be performed or observed by such party.
ARTICLE VIII

GENERAL PROVISIONS
Section 8.1            Effectiveness of Agreement . This Agreement shall become effective on the date first hereinabove written upon its execution by the respective authorized signatory of the Company and the Buyer.
Section 8.2            Entire Agreement . This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof. This Agreement may not be modified, amended or terminated except by a written instrument specifically referring to this Agreement signed by all the parties hereto.
Section 8.3            Waivers and Consents . All waivers and consents given hereunder shall be in writing. No waiver by any party hereto of any breach or anticipated breach of any provision hereof by any other party shall be deemed a waiver of any other contemporaneous, preceding or succeeding breach or anticipated breach, whether or not similar. Except as provided in this Agreement, no action taken pursuant to this Agreement, including any investigation by or in
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behalf of any party, shall be deemed to constitute a waiver by the party taking such action of compliance with any representations, warranties, covenants or agreements contained in this Agreement.
Section 8.4            Assignments, Successors and No Third-Party Rights . No party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of the other party. Subject to the preceding sentence, this Agreement will apply to, be binding in all respects upon and inure to the benefit of the successors and permitted assigns of the parties.
Section 8.5            Choice of Law; Resolution of Disputes . This Agreement shall be governed by, and construed and enforced in accordance with, the substantive laws of the State of New York without regard to its principles of conflicts of laws. Any legal action or proceeding in connection with this Agreement or the performance hereof may be brought in the state and federal courts located in the Borough of Manhattan, City, County and State of New York, and the parties hereby irrevocably submit to the non-exclusive jurisdiction of such courts for the purpose of any such action or proceeding. The parties hereby irrevocably waive trial by jury in any action, proceeding or claim brought by any part hereto or beneficiary hereof on any matter whatsoever arising out of or in any way connected with this agreement.
Section 8.6            Construction; Section Headings; Table of Contents . The language used in this Agreement shall be deemed to be the language the parties hereto have chosen to express their mutual intent, and no rule of strict construction will be applied against any party hereto. The section headings and any table of contents contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement.
Section 8.7            Severability . Any term or provision of this Agreement that is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction. If any provision of this Agreement is so broad as to be unenforceable, the provision shall be interpreted to be only as broad as is enforceable.
Section 8.8            Counterparts . This Agreement may be executed in any number of counterparts, each such counterpart shall be deemed to be an original instrument, and all such counterparts together shall be deemed to be one and the same instrument.
[Signature Page Follows]

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IN WITNESS WHEREOF , the undersigned have executed this Agreement as of the date first above written.
TOP SHIPS INC.
 
TANKERS FAMILY INC
     
     
By:
/s/ Alexandros Tsirikos
 
By:
/s/ Stylianos Giamanis
Name:
Alexandros Tsirikos
 
Name:
Stylianos Giamanis
Title:
CFO
 
Title:
Director

 
 
[Signature Page to Stock Purchase Agreement]