SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
WLR Recovery Fund V DSS AIV, L.P.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Diamond S Shipping Inc. [ DSSI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/25/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 11/25/2019 S 660,870 D $13.475 9,039,260 I See footnotes(1)(2)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
1. Name and Address of Reporting Person*
WLR Recovery Fund V DSS AIV, L.P.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Select Co-Investment, L.P.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR/GS Master Co-Investment, L.P.

(Last) (First) (Middle)
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Recovery Associates V DSS AIV, L.P.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Recovery Associates V DSS AIV GP, Ltd.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Select Associates DSS, L.P.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Select Associates DSS GP, Ltd.

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
1. Name and Address of Reporting Person*
WLR Master Co-Investment GP LLC

(Last) (First) (Middle)
C/O WL ROSS & CO. LLC
1166 AVENUE OF THE AMERICAS

(Street)
NEW YORK NY 10036

(City) (State) (Zip)
Explanation of Responses:
1. Represents 5,293,173 shares held directly by WLR Recovery Fund IV DSS AIV, L.P., 1,210,633 shares held directly by WLR Recovery Fund V DSS AIV, L.P., 1,807,852 shares held directly by WLR Select Co-Investment, L.P., 696,626 shares held directly by WLR/GS Master Co-Investment, L.P., 19,605 common shares held directly by WLR IV Parallel ESC, L.P. and 11,371 shares held directly by WLR V Parallel ESC, L.P. (collectively, the "WLR Investors").
2. WLR Recovery Associates IV DSS AIV GP, Ltd. is the general partner of WLR Recovery Associates IV DSS AIV, L.P., which in turn is the general partner of WLR Recovery Fund IV DSS AIV, L.P. WLR Recovery Associates V DSS AIV GP, Ltd. is the general partner of WLR Recovery Associates V DSS AIV, L.P., which in turn is the general partner of WLR Recovery Fund V DSS AIV, L.P. WLR Select Associates DSS GP, Ltd. is the general partner of WLR Select Associates DSS, L.P., which in turn is the general partner of WLR Select Co-Investment, L.P. WLR Master Co-Investment GP, LLC is the general partner of WLR/GS Master Co-Investment, L.P. Invesco Private Capital, Inc. is the managing member of INVESCO WLR IV Associates LLC, which is the general partner of WLR IV Parallel ESC, L.P. Invesco Private Capital, Inc. is the managing member of INVESCO WLR V Associates LLC, which is the general partner of WLR V Parallel ESC, L.P. WL Ross & Co. LLC serves as the investment manager to each of the WLR Investors.
Remarks:
Due to the limitations of the SEC's electronic filing system, each of WLR Recovery Fund IV DSS AIV, L.P., WLR IV Parallel ESC, L.P., WLR V Parallel ESC, L.P., WLR Recovery Associates IV DSS AIV, L.P., WLR Recovery Associates IV DSS AIV GP, Ltd., INVESCO WLR IV Associates LLC, INVESCO WLR V Associates LLC, Invesco Private Capital, Inc. and WL Ross & Co. LLC have filed a separate Form 4 disclosing ownership of the shares reported herein.
WLR Recovery Fund V DSS AIV, L.P., By: WLR Recovery Associates V DSS AIV, L.P., its General Partner, By: WLR Recovery Associates V DSS AIV GP, Ltd., its General Partner, By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR Select Co-Investment, L.P., By: WLR Select Associates DSS, L.P., its General Partner, By: WLR Select Associates DSS GP, Ltd., its General Partner, By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR/GS Master Co-Investment, L.P., By: WLR Master Co-Investment GP, LLC, its general partner, By: /s/ Lee Phegley, Name: Lee Phegley, Title: Authorized Signatory 11/27/2019
WLR Recovery Associates V DSS AIV, L.P., By: WLR Recovery Associates V DSS AIV GP, Ltd., its General Partner, By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR Recovery Associates V DSS AIV GP, Ltd., By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR Select Associates DSS, L.P., By: WLR Select Associates DSS GP, Ltd., its General Partner, By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR Select Associates DSS GP, Ltd., By: /s/ Stephen Toy, Name: Stephen Toy, Title: Director 11/27/2019
WLR Master Co-Investment GP, LLC, By: /s/ Lee Phegley, Name: Lee Phegley, Title: Authorized Signatory 11/27/2019
** Signature of Reporting Person Date
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).
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