Edgar Filing: Gener8 Maritime, Inc.

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Oaktree Capital Group Holdings GP, LLC

2. Issuer Name and Ticker or Trading Symbol
Gener8 Maritime, Inc. [GNRT]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O OAKTREE CAPITAL MANAGEMENT, L.P., 333 SOUTH GRAND AVENUE, 28TH FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2015

(Street)

LOS ANGELES, CA 90071

4. If Amendment, Date Original Filed(Month/Day/Year)
06/29/2015

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/07/2015		J⁽¹⁾		9,800,560	D	⁽¹⁾	0	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	05/07/2015		J⁽¹⁾		9,800,560	A	⁽¹⁾	9,800,560	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Class B Common Stock	05/07/2015		J⁽¹⁾		1,684,047	D	⁽¹⁾	0	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	05/07/2015		J⁽¹⁾		1,684,047	A	⁽¹⁾	11,484,607	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	05/07/2015		J⁽²⁾		52,269	A	$ 12.48	11,536,876	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	06/25/2015		P		104,985	A	$ 13.12	11,641,861	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	06/25/2015		P		98,139	A	$ 13.05	11,740,000	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾
Common Stock	06/26/2015		P		183,244	A	$ 13.44	11,923,244	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾ ⁽⁷⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Oaktree Capital Group Holdings GP, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA 90071	X	X
Oaktree Capital Group, LLC C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA 90071	X	X
OAKTREE CAPITAL MANAGEMENT LP C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA 90071	X	X
Oaktree Holdings, Inc. C/O OAKTREE CAPITAL MANAGEMENT, L.P. 333 SOUTH GRAND AVENUE, 28TH FLOOR LOS ANGELES, CA 90071	X	X

Signatures

OAKTREE CAPITAL GROUP HOLDINGS GP, LLC By: Oaktree Capital Management, L.P. Its: Director By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President		08/17/2016
^**Signature of Reporting Person		Date
OAKTREE CAPITAL GROUP, LLC By: Oaktree Principal Fund V GP, L.P. Its: GP By: Oaktree Principal Fund V GP Ltd. Its: GP By: Oaktree Capital Management, L.P. Its: Dir. By: /s/ Jamie Toothman, Vice President		08/17/2016
^**Signature of Reporting Person		Date
OAKTREE CAPITAL MANAGEMENT, L.P. By: Oaktree Principal Fund V GP Ltd. Its: GP By: Oaktree Capital Management, L.P. Its: Dir. By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President		08/17/2016
^**Signature of Reporting Person		Date
OAKTREE HOLDINGS, INC. By: Oaktree Capital Management, L.P. Its: Director By: /s/ Jamie Toothman Name: Jamie Toothman Title: Vice President		08/17/2016
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Pursuant to a reclassification exempt under Rule 16b-7, each share of Class A Common Stock and each share of Class B Common Stock of General Maritime Corporation held by OCM Marine Holdings TP, L.P. ("OCM Marine") was reclassified into one share of Common Stock of the Issuer on May 7, 2015.
(2)	Represents shares issued by the Issuer in respect of a commitment fee in connection with the Equity Purchase Agreement, dated as of February 24, 2015 (as amended on March 19, 2015), by and between General Maritime Corporation, Navig8 Crude Tankers, Inc. and the commitment parties thereto.
(3)	OCM Marine directly owns the common stock (the "Common Stock") of the Issuer. This Form 4 is also being filed by: (i) OCM Marine GP CTB, Ltd. ("OCM Marine GP") in its capacity as the general partner of OCM Marine; (ii) Oaktree Capital Management, L.P. ("OCM LP") in its capacity as the sole director of OCM Marine GP, (iii) Oaktree Holdings, Inc. ("Holdings, Inc.") in its capacity as the general partner of OCM LP; (iv) Oaktree Capital Group, LLC ("OCG") in its capacity as the sole shareholder of Holdings, Inc. and the managing member of Oaktree Holdings, LLC ("Holdings LLC"); (v) Oaktree Capital Group Holdings GP, LLC ("OCGH GP") in its capacity as the duly appointed manager of OCG; (vi) Oaktree Principal Fund V, L.P. ("PFV") in its capacity as the majority shareholder of OCM Marine GP;
(4)	(vii) Oaktree Principal Fund V GP, L.P. ("PFV GP") in its capacity as the general partner of PFV; (viii) Oaktree Principal Fund V GP Ltd. ("PFV GP GP") in its capacity as the general partner of PFV GP; (ix) Oaktree Fund GP I, L.P. ("GP I") in its capacity as the sole shareholder of PFV GP GP; (x) Oaktree Capital I, L.P. ("Capital I") in its capacity as the general partner of GP I; (xi) OCM Holdings I, LLC ("Holdings I") in its capacity as the general partner of Capital I; and (xii) Holdings LLC in its capacity as the managing member of Holdings I (each of OCM Marine GP, OCM LP, Holdings, Inc., OCG, OCGH GP, PFV, PFV GP, PFV GP GP, GP I, Capital I, Holdings I and Holdings LLC, a "Reporting Person" and collectively, "Reporting Persons").
(5)	Each Reporting Person disclaims beneficial ownership of all Common Stock reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any Common Stock covered by this Form 4.
(6)	OCGH GP is a limited liability company managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, Stephen A. Kaplan, John B. Frank, David Kirchheimer, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock held directly by OCM Marine. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock held directly by OCM Marine, except to the extent of his respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any Common Stock covered by this Form 4.
(7)	Adam Pierce, a managing director at OCM LP, serves on the board of directors of the Issuer and, as a result, the Reporting Persons may be deemed directors by deputization.
Remarks: This Form 4 is being filed in two parts due to the large number of reporting persons. This filing is being filed by Oaktree Capital Group Holdings GP, LLC, Oaktree Capital Group, LLC, Oaktree Capital Management, L.P. and Oaktree Holdings, Inc. An accompanying filings is being filed, on the date hereof, by OCM Marine Holdings TP, L.P., OCM Marine GP CTB, Ltd., Oaktree Principal Fund V, L.P., Oaktree Principal Fund V GP, L.P., Oaktree Principal Fund V GP Ltd., Oaktree Fund GP I, L.P., Oaktree Capital I, L.P., OCM Holdings I, LLC and Oaktree Holdings, LLC. All filings relate to the same holdings described above. Adam Pierce, a managing director at OCM LP, serves on the board of directors of the Issuer and, as a result, the Reporting Persons may be deemed directors by deputization. This Form 4/A amends and restates in its entirety the Form 4 filed on June 29, 2015 to reflect such status.

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