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 February 2021

Commission File Number:  001-36231

Eneti Inc.
(Translation of registrant’s name into English)
 
9, Boulevard Charles III, Monaco 98000
(Address of principal executive office)

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


Attached to this Report on Form 6-K as Exhibit 3.1 is a copy of the Articles of Amendment to the Amended and Restated Articles of Incorporation (the “Articles of Incorporation”) of Eneti Inc. (formerly Scorpio Bulkers Inc.) (the “Company”) filed with the Registrar of Corporations of the Republic of the Marshall Islands on February 4, 2021.  The Articles of Incorporation were amended to reflect the change of the Company's name to “Eneti Inc.”, effective February 8, 2021.

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. 333-251301), the Company’s registration statement on Form F-3 (File No. 333-221441), and the Company’s registration statement on Form F-3 (File No. 333-222448).

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.


   
ENETI INC.
   
(registrant)
         
Dated: February 16, 2021
 
By:
/s/ Hugh Baker 
 
     
Hugh Baker
 
     
Chief Financial Officer
 



















Exhibit 3.1


 
 
 
ARTICLES OF AMENDMENT

OF

Scorpio Bulkers Inc.

Reg. No. 60299
 










   
REPUBLIC OF THE MARSHALL ISLANDS

REGISTRAR OF CORPORATIONS
DUPLICATE COPY
     
   
The original of this Document was filed in accordance with Section 5 of the Business Corporations Act on
     
     
   
February 4, 2021
     
NON RESIDENT
   
   
/s/ Tamara Hoffman
   
Tamara Hoffman
   
Deputy Registrar
   
     



ARTICLES OF AMENDMENT

TO THE

AMENDED AND RESTATED ARTICLES OF INCORPORATION

OF

SCORPIO BULKERS INC.

PURSUANT TO SECTION 90 OF

THE MARSHALL ISLANDS BUSINESS CORPORATIONS ACT
The undersigned, Emanuele A. Lauro, as the Chief Executive Officer of Scorpio Bulkers Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands on March 20, 2013 (the "Corporation"), for the purpose of amending the Amended and Restated Articles of Incorporation of said Corporation pursuant to Section 90 of the Business Corporations Act, as amended, hereby certifies that:

1.
The name of the Corporation is: Scorpio Bulkers Inc.

2.
The Articles of Incorporation were filed with the Registrar of Corporations on March 20, 2013.

3.
The Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on April 10, 2013.

4.
The Statement of Designations of rights, preferences and privileges of the Corporation's Series A Participating Preferred Stock was filed with the Registrar of Corporations on June 18, 2015.

5.
The Articles of Amendment to the Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on December 30, 2015.

6.
The Certificate of Correction to the Articles of Amendment to the Amended and Restated Articles of incorporation were filed with the Registrar of Corporations on January 11, 2016.

7.
The Articles of Amendment to the Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on June I, 2016.

8.
The Articles of Amendment to the Amended and Restated Articles of Incorporation were filed with the Registrar of Corporations on June 1, 2018.

9.
The Articles of Amendment to the Amended and Restated Articles of Incorporation were filed with the. Registrar of Corporations on April 6, 2020.



10.
Effective with the commencement of business on February 8, 2021, Article A of the Amended and Restated Articles of Incorporation is hereby amended and restated in its entirety to read as follows:
"A. The name of the Corporation shall be: ENETI INC."

11.
All of the other provisions of the Amended and Restated Articles of Incorporation shall remain unchanged.

12.
This amendment to the Amended and Restated Articles of Incorporation was authorized by vote of the holders of a majority of all outstanding shares of the Corporation with a right to vote thereon at the special meeting of shareholders of the Corporation held on February 3, 2021, and the Corporation's Board of Directors on January 7, 2021.



IN WITNESS WHEREOF, I have executed this Amendment to the Amended and Restated Articles of Incorporation of the Corporation on this 4th day of February, 2021.


 
/s/ Emanuele A. Lauro
 
 
Name: Emanuele A. Lauro
 
 
Title: Chief Executive Officer
 



REPUBLIC OF THE MARSHALL ISLANDS
OFFICE OF THE REGISTRAR OF CORPORATIONS


CERTIFICATE OF INCORPORATION




I HEREBY CERTIFY that
 
   
 
ENETI INC.
Reg. No. 60299
   
formerly known as
 
   
 
Scorpio Bulkers Inc.
Reg. No. 60299


is duly incorporated and has filed articles of incorporation under the provisions of the Marshall Islands Business Corporations Act on

March 20, 2013


     
   
WITNESS my hand and the official seal of the Registry on February 4, 2021.
     
     
     
     
   
/s/ Tamara Hoffman
   
Tamara Hoffman
   
Deputy Registrar