UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Safe Bulkers, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

Y7388L103

(CUSIP Number)

Ioannis Bertsis
Authorized Representative
Vorini Holdings Inc.
Apt. No. D11, Les Acanthes
6 Avenue des Citronniers, MC98000
Monaco

+377 93 25 05 75

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 12, 2014

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This Amendment No. 2 (the “Amendment No. 2”) amends the Report on Schedule 13D originally filed on November 13, 2013 (the “Original 13D”, and as amended by the Amendment No. 1 to Schedule 13D filed on December 20, 2013, the “Amended 13D”) by Vorini Holdings Inc., Polys Hajioannou, Nicolaos Hadjioannou, Bellapais Maritime Inc., Kyperounta Maritime Inc., Lefkoniko Maritime Inc., Akamas Maritime Inc., Chalkoessa Maritime Inc. and Kition Holding Corp., (collectively, the “Reporting Persons”).

Unless indicated otherwise, all items left blank remain unchanged, and any items which are deemed to amend and update the existing items in the Amended 13D.

This statement on Schedule 13D relates to the common stock of Safe Bulkers, Inc., a Marshall Islands corporation (the “Issuer”). The representation office in Greece of the Issuer is located at: 30-32 Avenue Karamanli, 16605 Voula, Athens, Greece.

As of December 12, 2014, the Reporting Persons beneficially owned an aggregate of 48,275,141 shares of the common stock representing approximately 57.85% of the shares of the common stock issued and outstanding.

Item 3 is hereby supplemented by the addition of the following:

Akamas has made and intends to make purchases pursuant to the Plan described in Item 4 below of up to 1,500,000 shares of common stock from time to time at various purchase prices using cash on hand. There is no assurance that any further purchases will be made.

Item 4 is hereby supplemented by the addition of the following:

The transactions reported in clause (c) of Item 5 by Akamas, were made pursuant to a Rule 10b-18 purchase plan with respect to purchase common stock of the Issuer (the “Plan”). Under the Plan, Akamas may purchase up to 1,500,000 shares of the outstanding common stock from time to time until the end of the close of business on May 8, 2015. Purchases under the Plan have been, and will be, effected in the discretion of Morgan Stanley Smith Barney LLC in the open market or in privately negotiated transactions in compliance with applicable laws and regulations, including the safe harbor provisions of Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Akamas has not had, and will not have, any control, influence, or authority over purchases made pursuant to the Plan, but Akamas may terminate the Plan at any time without prior public notice.

Item 5 is hereby supplemented by the addition of the following:

(a), (b)

Based upon the Nine-Month Period Ended September 30, 2014 Unaudited Interim Condensed Consolidated Financial Report of the Issuer, filed on Form 6-K on November 6, 2014, as of September 30, 2014, there were 83,444,566 shares of the common stock outstanding.

Based on the foregoing, the 48,275,141 shares of the common stock beneficially owned by the Reporting Persons represent approximately 57.85% of the shares of the common stock issued and outstanding.

Akamas may be deemed to have the shared power to vote or direct the vote of (and the shared power to dispose or direct the disposition of) 5,849,126 shares of common stock.

The Reporting Persons are responsible for the completeness and accuracy of the information concerning the Reporting Persons contained herein.

As of the date hereof, none of the Reporting Persons own any shares of the common stock other than the Subject Shares covered in this statement on Schedule 13D.

(c) The trading dates, number of shares of common stock of the Issuer purchased and sold (together with price per share) by the Reporting Persons in the past 60 days are set forth on Exhibit 99.2. The Reporting Person identified in Exhibit 99.2, upon request from the staff of the Securities and Exchange Commission, undertakes to provide to the staff of the Securities and Exchange Commission full information regarding the number of shares purchased and each separate price.

Item 6 is hereby supplemented by the addition of the information contained in Item 4 of this Amendment, which is herein incorporated by reference:

As described in Item 4, Akamas has executed trades in the Issuer’s common stock. Such trades were executed pursuant to Plan. The Plan is intended to satisfy the requirements of Rule 10b5-1(c)(1) under the Exchange Act. The Plan provides for the purchase in the open market or in privately negotiated transactions of a maximum of 1,500,000 common stock of the Issuer during the period November 18, 2014 through May 8, 2015. All of the 1,500,000 common stock may not be purchased during such period. The Plan may be terminated by Akamas at any time. The foregoing description of the Plan does not purport to be complete and are qualified in its entirety by reference to the Plan, which is filed as Exhibit 99.3 hereto and is incorporated into this report by reference.

Item 7 is hereby amended to add the following:

Exhibit

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: December 15, 2014.

EXHIBIT INDEX

Exhibit 99.2

Transactions by Akamas Maritime Inc.

Exhibit 99.3

STOCK PURCHASE PLAN

This Stock Purchase Plan (the “Purchase Plan”) is entered into on November 7, 2014, by and between Morgan Stanley Smith Barney LLC, (“MSSB”) and Akamas Maritime Inc. (the “Purchaser”) for the purchase of shares of common stock (the “Stock”) issued by Safe Bulkers Inc. (ticker: SB) (the “Company”) to complying with the provisions of Rule 10b5-1 (“Rule 10b5-1”) and Rule 10b-18 (“Rule 10b-18”) under the Securities Exchange Act of 1934 on a “not held” basis.

Any modification of this Purchase Plan by the Purchaser will be made in good faith and not as part of a scheme to evade the prohibitions of Rule 10b5-1, and only with MSSB’s written consent. In particular, the Purchaser agrees that the Purchaser will not modify or propose to modify this Purchase Plan at any time that the Purchaser is aware of any material non-public information about the Company and/or the Stock and that the Purchaser will be deemed to repeat its representations in Section B at the time of such modification. Termination of this Purchase Plan by the Purchaser pursuant to Section E(1)(ii) shall not be deemed a modification of this Purchase Plan.

This Purchase Plan will be governed by, and construed in accordance with, the laws of the State of New York, without regard to such State’s conflict of laws rules.

This Purchase Plan (including any Annexes or Exhibits) constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and supersedes any previous or contemporaneous agreements, understandings, proposals or promises with respect thereto, whether written or oral.

This Purchase Plan and each party’s rights and obligations hereunder may not be assigned or delegated without the written permission of the other party, except that MSSB may assign this Purchase Plan without Company’s permission or consent to a broker-dealer who succeeds to the business of MSSB as the result of any acquisition, merger, consolidation, joint venture or other business combination. This Purchase Plan and each party’s rights and obligations hereunder shall inure to the benefit of each party’s successors and assigns, whether by merger, consolidation or otherwise.

All required notifications under this Purchase Plan shall be made in writing (signed by facsimile) and confirmed by telephone to:

This Purchase Plan may be executed in two or more counterparts and by facsimile signature.

IN WITNESS WHEREOF, the undersigned have executed this Purchase Plan as of the date first written above.