Knutsen NYK Offshore Tankers AS and four affiliated reporting persons filed Amendment No. 7 to a Schedule 13D with the SEC on November 4, 2026, disclosing their beneficial ownership positions in KNOT Offshore Partners LP as of a triggering event dated November 3, 2026.

Key Highlights

  • Aggregate beneficial ownership: Knutsen NYK Offshore Tankers AS reported sole voting and dispositive power over 14,000,914 common units, representing 36.9% of the class.
  • Percentage basis: The 36.9% figure was calculated against a total of 37,909,633 common units outstanding as of June 30, 2026.
  • Series A Preferred Units: KNOT beneficially owns 3,541,666 Series A Convertible Preferred Units, convertible into 4,249,291 common units as of June 30, 2026; these units were included in both the numerator and denominator of the percentage calculation.
  • Class B Units: KNOT also beneficially owns 252,405 Class B Units, which convert to common units on a one-for-one basis each quarter the partnership pays distributions at or above $0.52 per quarter.
  • General partner interest: KNOT is disclosed as the beneficial owner of the 1.85% general partner interest in KNOT Offshore Partners LP.
  • Joint venture structure: KNOT is a joint venture between NYK Holding (Europe) B.V. and TS Shipping Invest AS, each holding a 50% interest and each able to appoint half the members of KNOT's board of directors.
  • Five reporting persons: The filing covers Knutsen NYK Offshore Tankers AS (Norway), NYK Holding (Europe) B.V. (Netherlands), Nippon Yusen Kabushiki Kaisha (Japan), TS Shipping Invest AS (Norway), and Seglem Holding AS (Norway).

Ownership Structure and Reporting Group in Amendment No. 7

According to the filing, Knutsen NYK Offshore Tankers AS ("KNOT"), organized in Norway, holds sole voting power and sole dispositive power over 14,000,914 common units representing limited partner interests in KNOT Offshore Partners LP. The aggregate beneficial ownership figure of 14,000,914 units corresponds to 36.9% of the class, based on 37,909,633 common units outstanding as of June 30, 2026, as stated in the filing. The percentage calculation included 4,249,291 common units in both the numerator and denominator, representing the units into which the 3,541,666 Series A Convertible Preferred Units were convertible at that date.

The filing further discloses that KNOT is a joint venture between NYK Holding (Europe) B.V. and TS Shipping Invest AS, each owning a 50% interest in KNOT and each holding the power to appoint half of KNOT's board of directors. As a result, the filing states that each of these entities "may be deemed to share beneficial ownership" of the common units, Class B Units, and Series A Preferred Units held by KNOT, as well as the 1.85% general partner interest. NYK Holding (Europe) B.V. is described as a wholly owned subsidiary of Nippon Yusen Kabushiki Kaisha, a Japanese public company, which therefore may also be deemed to share beneficial ownership under the same logic, according to the filing.

The filing notes that Class B Units convert to common units on a one-for-one basis each quarter, starting with the quarter ending September 30, 2021, that the partnership pays distributions on common units at or above $0.52 per quarter, until no further Class B Units exist. The source of funds for all reporting persons is listed as "OO" (other), and no legal proceedings disclosures were indicated.

What Was Disclosed

Amendment No. 7 to Schedule 13D discloses that five affiliated reporting persons, led by Knutsen NYK Offshore Tankers AS, collectively report beneficial ownership of 14,000,914 common units, or 36.9%, in KNOT Offshore Partners LP, including convertible preferred units and a general partner interest, with a triggering event date of November 3, 2026.