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TOP Ships Inc美股招股说明书(2026-07-27版)

2026-07-27 美股招股说明书 王英杰
报告封面

Up to 50,000,000 Common Shares TOP SHIPS INC. This is a supplement (the “Prospectus Supplement”) to the prospectus, dated May 7, 2026 (as supplemented or amended fromtime to time, the “Prospectus”) of TOP Ships Inc. (the “Company”), which forms a part of the Company’s Registration Statement onForm F-1 (Registration No. 333-295328), as amended from time to time. This Prospectus Supplement is being filed to update and supplement the information included in the Prospectus with theinformation contained in the Company’s Report on Form 6-K, furnished to the U.S. Securities and Exchange Commission (the“Commission”) on July 27, 2026 (the “Form 6-K”). Accordingly, the Form 6-K is attached to this Prospectus Supplement. This Prospectus Supplement should be read in conjunction with, and delivered with, the Prospectus and is qualified byreference to the Prospectus except to the extent that the information in this Prospectus Supplement supersedes the informationcontained in the Prospectus. This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, theProspectus, including any amendments or supplements to it. Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 7 of the Prospectus fora discussion of information that should be considered in connection with an investment in our securities. Neither the Commission nor any state securities commission has approved or disapproved of these securities ordetermined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is July 27, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIESEXCHANGE ACT OF 1934 For the month of July 2026 Commission File Number:001-37889 TOP SHIPS INC.(Translation of registrant's name into English) 20 Iouliou Kaisara Str19002, PaianiaAthens-Greece(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 [] On July 27, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein byreference. (c) Exhibit 99.1. Press release dated July 27, 2026 The information contained in this Report, other than the speech of the company's CEO, is hereby incorporated by reference into theCompany’s registration statements on Form F-3 (File Nos. 333-290238, 333-268475 and 333-267545). SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on itsbehalf by the undersigned, thereunto duly authorized. Date: July 27, 2026 TOP Ships Inc. Announces Management Estimate of Net Asset Value of $359.2 Million, a 24% Increase from the PreviouslyReported NAV ATHENS, Greece, July 27, 2026 (GLOBE NEWSWIRE) -- TOP Ships Inc. (the “Company” or “TOP Ships”) (NYSE American:TOPS), an international owner and operator of modern, fuel-efficient “ECO” tanker vessels, announced today that after taking intoaccount the June 30, 2026, charter free vessel value estimates from third party international brokers, debt outstanding and cash,management estimates the Company’s net asset value (“NAV”) as of June 30, 2026, to be $359.2 million. This reflects a 24% increasefrom the previous NAV reported on March 10, 2026. This translates into a NAV of $47.19 per common share (based on the number ofcommon shares currently outstanding) and $12.49 per common share on a fully diluted basis (assuming the conversion of alloutstanding convertible preferred shares and the exercise of all outstanding warrants). The Company’s CEO said: “As of the last market close, we are trading at a 94% discount to our current estimate of our fully-diluted NAV. Our fleet has anaverage age of approximately 5.2 years, consisting of state-of-the-art vessels equipped with the latest eco-friendly and fuel-efficientspecifications. In addition, our newbuilding pipeline comprises of eight high-specification 47,499 dwt MR tanker newbuildings,scheduled for delivery from Q2 2028 to Q4 2029. Furthermore, as previously announced, we intend to sell the megayacht M/Y ParaBellvm and exit the megayacht sector, with the objective of releasing significant capital — expected to be a multiple of our currentmarket capitalization — for redeployment towards our core tanker business.” About the Company TOP Ships Inc. is an international owner and operator of ocean-going vessels focusing on modern, fuel-efficient eco tanker vesselstransporting crude oil, petroleum products (clean and dirty) and bulk liquid chemicals. For more information about TOP Ships Inc.,visit its website: www.topships.org. Cautionary Note Regarding Forward-Looking Statements Matters discussed in this pr