您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:Icon Energy Corp美股招股说明书(2026-08-14版) - 发现报告

Icon Energy Corp美股招股说明书(2026-08-14版)

2026-08-14 美股招股说明书 李辰
报告封面

This prospectus supplement is being filed to update, amend and supplement the information contained in the prospectus datedMarch 13, 2026 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statementon Form F-1 (Registration Statement No. 333-294110), with the information contained in our report on Form 6-K filed with theSecurities and Exchange Commission on August 14, 2026. The Prospectus relates to the sale from time to time of up to 9,811,933 common shares, par value $0.001 per share (“CommonShares”) of Icon Energy Corp., incorporated under the laws of the Marshall Islands, by YA II PN, Ltd., a Cayman Islands exemptlimited company. This prospectus supplement updates, amends and supplements the information in the Prospectus and is not complete without, andmay not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. Thisprospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information inthe Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Our Common Shares are currently listed on The Nasdaq Capital Market under the symbol “ICON.” On August 13, 2026, the lastreported sales price of our Common Shares was $1.03 per share. Investing in our securities involves a high degree of risk. You should carefully review the risks and uncertainties describedin the section titled “Risk Factors” beginning on page 7 of the Prospectus, and under similar headings in any amendments orsupplements to the Prospectus. Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation tothe contrary is a criminal offense. The date of this prospectus supplement is August 14, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2026 Commission File Number: 001-42174 Icon Energy Corp.(Translation of registrant’s name into English) c/o Pavimar Shipping Co.17th km National RoadAthens-Lamia & Foinikos Str.14564, Nea KifissiaAthens, Greece+30 211 88 81 300(Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reportsunder cover of Form 20-F or Form 40-F: Form 20-F☒Form 40-F☐ INFORMATION CONTAINED IN THIS FORM 6-K REPORT Attached to this report on Form 6-K asExhibit 99.1andExhibit 99.2are the unaudited interim condensed consolidatedfinancial statements and related management’s discussion and analysis of financial condition and results of operations of Icon EnergyCorp. (the “Company”) as of June 30, 2026, and for the six-month period then ended. Additionally, on August 11, 2026 the Company adopted an Equity Incentive Plan (the “Plan”) intended to promote the successof the Company by providing equity-based and other incentive awards to selected employees and other eligible persons whoseinitiative and efforts are important to the successful conduct of the Company’s business. The Plan is intended to attract, retain,motivate and reward such persons, align their interests with those of the Company’s shareholders and enhance the long-termperformance and value of the Company. The foregoing description of the Plan is qualified in its entirety by reference to suchdocument, which is attached hereto asExhibit 10.1. Lastly, on August 12, 2026, by reference to the Company’s Second Amended and Restated Statement of Designations ofRights, Preferences and Privileges of Series A Cumulative Convertible Perpetual Preferred Shares (the “Statement of Designations”,and such shares, the “Series A Preferred Shares”), the Company and the sole holder (the “Holder”) of the Series A Preferred Sharesentered into a limited waiver (the “Waiver”) pursuant to which, the Holder waived the adjustment that would otherwise have occurredwith respect to the applicable dividend rate on the Series A Preferred Shares as a result of the Company’s election to pay the June 30,2026 dividend on the Series A Preferred Shares in kind. In exchange, the Company shall, at any time on or before December 31, 2026,declare and promptly thereafter pay a restricted stock dividend on the Series A Preferred Shares in an aggregate amount of $1.5 millionof the Company’s common shares. The Company and the Holder also agreed to clarifications to certain terms of the Series A PreferredShares. The foregoing description of the Waiver is qualified in its entirety by reference to such document, which is attached hereto asExhibit 10.2. This report on Form 6-K (this “Report”), including all exhibits hereto, is incorporated by reference into the Company’sregistration