This Amendment No. 1 amends and supplements the Schedule 13D filed with the U.S. Securities and
Exchange Commission (the “SEC”) on September 7, 2021 (the “Original Schedule 13D”) relating to shares of common stock, par value $0.0001 per share (“Common Stock”), of Navios Maritime
Acquisition Corporation (the “Issuer”). This amendment to the Original Schedule 13D constitutes an exit filing for Navios Shipmanagement Holdings Corporation (“NSM”) and Angeliki Frangou.
Item 4. Purpose of the Transaction.
Item 4 is
hereby supplemented by adding the following:
On August 25, 2021, the Issuer, Navios Maritime Partners LP (“NMM”) and Navios
Acquisition Merger Sub. Inc., a wholly owned subsidiary of NMM (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). Pursuant to, and subject to the terms and conditions of, the
Merger Agreement, on October 15, 2021, the Merger Sub merged with and into the Issuer (the “Merger”), and each outstanding share of Common Stock (other than the shares of Common Stock held by NMM, the Issuer and their
respective subsidiaries) was converted into 0.1275 of a common unit of NMM.
In the Merger, the 8,823,529 shares of Common Stock that had been
beneficially owned by NSM were converted into a total of 1,125,000 common units of NMM.
In the Merger, 461,104 shares of Common Stock beneficially owned
by Ms. Frangou were converted in the Merger into a total of 58,791 common units of NMM. A vested option held by Ms. Frangou to purchase 100,000 shares of Common Stock at an exercise price of $58.65 per share was converted as a result of
the Merger into an option to purchase 12,750 common units of NMM at an exercise price of $460 per common unit.
Item 5. Interest in Securities of
NNA.
Items 5(a), (b) and (e) are hereby supplemented by adding the following:
By virtue of the Merger, as of October 15, 2021, NSM and Ms. Frangou no longer beneficially owned shares of Common Stock. As a result, this
amendment to the Original Schedule 13D constitutes an exit filing for NSM and Ms. Frangou.
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