For the month of November, 2025

Commission File Number: 001-32199

 

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(Translation of registrant's name into English)

 

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(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F [ X ]     Form 40-F [   ]

 

 

Attached hereto is a copy of the press release of SFL Corporation Ltd. ("SFL" or the "Company"), dated November 11, 2025, announcing preliminary financial results for the quarter ended September 30, 2025.

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

			SFL Corporation Ltd.
Date: November 12, 2025			By:			/s/ Ole B. Hjertaker
			Name:			Ole B. Hjertaker
			Title:			SFL Management AS
						(Principal Executive Officer)

Hamilton, Bermuda, November 11, 2025, SFL Corporation Ltd. (“SFL” or the “Company”) today announced preliminary financial results for the quarter ended September 30, 2025, and its 87th consecutive quarterly dividend.

•87th consecutive quarterly dividend declared: $0.20 per share

•Total operating revenues of $178 million, of which approximately 86% of charter hire from shipping and 14% from energy

•Adjusted EBITDA1 of $113 million, including $8 million from associated companies

•Reported net income of $8.6 million, or $0.07 per share

•Continuous fleet optimization with the sale of older dry bulk and container vessels and efficiency upgrades on multiple modern vessels

The Board of Directors has declared a quarterly cash dividend of $0.20 per share. This is the 87th consecutive quarterly dividend and will be paid on or around December 29, 2025. The record date and ex-dividend date on the New York Stock Exchange will be on December 12, 2025.

The Company reported total U.S. GAAP operating revenues on a consolidated basis of approximately $178 million in the third quarter of 2025. This figure is lower than the cash received as it excludes approximately $8 million of charter hire which is not classified as operating revenues pursuant to U.S. GAAP, but as ‘investment in associates’ for accounting purposes.

The net result in the third quarter was impacted by non-recurring or non-cash items, including net gain on sale of assets of $0.3 million, negative mark-to-market effects from hedging derivatives of $1.1 million, positive mark-to-market effects from equity investments of $0.6 million and a decrease of $0.4 million on credit loss provisions.

Reported net income pursuant to U.S. GAAP for the third quarter was $8.6 million, or $0.07 per share.

As of September 30, 2025 the estimated contracted fixed rate charter backlog3 from the Company’s fleet of vessels including newbuildings under construction was approximately $4.0 billion with a weighted remaining charter term of 6.5 years. Approximately 67% of the fixed rate charter backlog is to customers with an investment grade credit rating, illustrating the strength of our charter portfolio.

SFL is committed to efficiency and sustainability and has carried out a comprehensive vessel retrofit and upgrade program in close cooperation with customers. These projects enhance vessel performance and reduce environmental impact, and total investments since 2023 have reached nearly $100 million, including ongoing projects. The Company has also invested significant amounts in vessels with LNG dual-fuel capability, including newbuilds on order.

The Company owns two energy assets, including the harsh environment jack-up drilling rig Linus, which is on a long-term charter with ConocoPhillips in Norway until May 2029, and the ultra-deepwater, harsh environment drilling rig Hercules, which remains warm stacked pending new drilling contracts.

In the third quarter of 2025, the Company’s fleet generated gross charter hire4 of $179 million, including approximately $1.8 million of profit share.

As of September 30, 2025, cash and cash equivalents amounted to $278 million. In addition, the Company had approximately $44 million available under undrawn credit lines.

The Company has five 16,800 teu container vessels under construction with scheduled delivery in 2028 and remaining capital expenditures of approximately $850 million. These remaining yard instalments are due closer to delivery and expected to be financed by pre- and post-delivery credit facilities. The vessels are chartered out on ten year time charters commencing immediately upon their respective deliveries.

The Company also had approximately $28 million in remaining capital expenditure relating to upgrades on existing assets.

The Company’s Board of Directors has authorized the repurchase of up to an aggregate of $100 million of the Company's common shares from time to time, valid until June 2026, with approximately $80 million remaining under the program.

The Company also has dividend reinvestment (“DRIP”) and “at-the-market” (“ATM”) offering programs, pursuant to which it may sell up to 10 million and $100 million of its common shares, respectively, from time to time.

6 Utilization means Operating days divided by calendar days.

Any of the above referenced transactions, including sale or repurchase of shares will be at the discretion of the Company and the timing, including the amount of any sale or repurchase of shares, as applicable, will depend on, among other things, legal requirements, market conditions, stock price, alternative uses of capital, capital availability, and other factors. SFL is not obligated under the terms of any board authorization, including in respect of an ATM, a DRIP or a share repurchase program, to issue, sell or repurchase any number of shares and the foregoing may be amended, suspended or reinstated at any time at the Company's discretion and without further notice.

This press release may contain forward looking statements. These statements are based upon various assumptions, many of which are based, in turn, upon further assumptions, including SFL management’s examination of historical operating trends, data contained in the Company’s records and other data available from third parties. Although SFL believes that these assumptions were reasonable when made, because assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond its control, SFL cannot give assurance that it will achieve or accomplish these expectations, beliefs or intentions.

Important factors that, in the Company’s view, could cause actual results to differ materially from those discussed in the forward looking statements include the strength of world economies, inflationary pressures and central bank policies intended to combat overall inflation and rising interest rates and foreign exchange rates, general market conditions in the seaborne transportation industry, which is cyclical and volatile, including fluctuations in charter hire rates and vessel values, the supply of and demand for oil and oil products and vessels, including drilling rigs, comparable to ours, including against the background of the possibility of accelerated climate change transition worldwide, including shifts in consumer demand for other energy resources could have an accelerated negative effect on the demand for oil and thus its transportation and drilling, changes in market demand in countries which import commodities and finished goods and changes in the amount and location of the production of those commodities and finished goods and resulting changes to trade patterns, technological innovation in the sectors in which we operate and quality and efficiency requirements from customers, increased inspection procedures and more restrictive import and export controls, changes in the Company’s operating expenses, including bunker prices, dry docking and insurance costs, performance of the Company’s charterers and other counterparties with whom the Company deals, the impact of any restructuring of the counterparties with whom the Company deals, timely delivery of vessels under construction within the contracted price, governmental laws and regulations, including environmental regulations, that add to our costs or the costs of our customers, potential liability from future litigation, including litigation related to claims raised by public-interest organizations or activism with regard to failure to adapt or mitigate climate impact, world events, political instability, international sanctions or international hostilities, and potential physical disruption of shipping routes as a result thereof, the impact of restrictions on trade, including the imposition of new tariffs, port fees and other important restrictions, and other important factors described from time to time in the reports filed by the Company with the United States Securities and Exchange Commission. SFL disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

November 11, 2025

The Board of Directors

SFL Corporation Ltd.

Hamilton, Bermuda

Questions may be directed to SFL Management AS:

Espen Nilsen Gjøsund, Vice President - Investor Relations: +47 47500500

André Reppen, Chief Treasurer & Senior Vice President: +47 23114055

Aksel C. Olesen, Chief Financial Officer: +47 23114036

For more information about SFL, please visit the Company’s website: www.sflcorp.com

(1)‘Charter revenues: sales-type leases’ are reported net of charter hire classified as ‘Repayment of Investment in sales-type leases’ under US GAAP, which for the three months ended September 30, 2025 was $0.0 million (three months ended June 30, 2025: $2.0 million; full year 2024: $8.6 million).

(2)The weighted average number of shares and the number of common shares outstanding excludes approximately 11.8 million shares issued by SFL as part of share lending arrangements and 2.3 million shares held by SFL as treasury stock. The shares are owned by SFL, thus they are excluded in the calculation of earnings per share.

(1)Not including cash held by affiliates accounted for as ‘Investment in associates’.

(2)One of our affiliates was accounted for as ‘Investment in associates’ at quarter end. Our investment is a combination of equity classified as ‘Investment in associates’ and any loans from the Company to the affiliate included within ‘Amount due from related parties, long term’.

(1)‘Charter revenues – direct financing leases’ are reported net of charter hire classified as ‘Repayment of investment in direct financing leases’ under US GAAP, which for the three months ended September 30, 2025 was $3.8 million.

(2)‘Interest expense, related party’ from this affiliate is included in the Company’s consolidated income statement as ‘Interest income from associates’. For the three months ended September 30, 2025, the Company recorded approximately $1.2 million from this associate. In the above table, the Company's 49.9% share of River Box Holding’s income statement is shown.

(3)‘Net income’ from this affiliate appears in the Company’s consolidated income statement as ‘Results in associates’

(1)The numbers represent the Company's relative share of 49.9% in River Box Holding Inc

(2)The Company has a $45.0 million loan to River Box included within ‘Amount due from related parties, long term’. In the above table, the Company's 49.9 % share of River Box Holding’s balance sheet is shown

(3)‘Stockholder’s equity’ from affiliates appears in the Company’s consolidated balance sheet as ‘Investment in associates’

(1)‘Adjusted EBITDA’ is a non-U.S. GAAP measure. It represents cash receipts from operating activities before net interest and capital payments