X0306 4 2015-09-29 0 0000075208 OVERSEAS SHIPHOLDING GROUP INC OSG 0001614569 Oshodi Adewale 1301 AVENUE OF THE AMERICAS 42ND FLOOR NEW YORK NY 10019 0 1 0 0 VP and Controller Class A Common Stock, par value $.01 per share 2015-09-29 4 J 0 4566 A 4566 D Class A Common Stock, par value $.01 per share 2015-09-29 4 F 0 1883 D 2683 D Restricted Stock Units 0 2015-09-29 4 J 0 4566 0 D Class A Common Stock 4566 9133 D These 4,566 shares of Class A Common Stock were acquired upon the vesting of 4,566 restricted stock units on September 29, 2015 pursuant to the Overseas Shipholding Group, Inc. Management Incentive Compensation Plan, which vested units were settled in shares of Class A Common Stock. In connection with the vesting of the units, 1,883 units were withheld by Overseas Shipholding Group, Inc. in payment of the reporting person's tax withholding liability incurred as a result of the vesting of the units. These 4,566 restricted stock units vested on September 29, 2015 and were settled in shares of Class A Common Stock as reported in Table I on this Form 4. /s/James I. Edelson, Attorney-in-Fact, pursuant to power of attorney previously filed 2015-10-01