SEC Filing | Global Ship Lease

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Global Ship Lease, Inc.

(Name of Issuer)

Class A Common Shares, par value $0.01 per share

(Title of Class of Securities)

Y27183105

(CUSIP Number)

William Woo
c/o Kelso & Company
320 Park Avenue, 24th Floor
New York, New York 10022
Telephone: (212) 751-3939

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

January 20, 2021
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. □

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP: Y27183105

1.	Name of Reporting Person KEP VI (Newco Marine), Ltd.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KEP VI (Cayman), L.P.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KEP VI (Cayman) GP Ltd.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KIA VIII (Newco Marine), Ltd.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KIA VIII (International), L.P.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KELSO GP VIII (Cayman) L.P.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person KELSO GP VIII (Cayman) Ltd.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization Cayman Islands
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person PN

CUSIP: Y27183105

1.	Name of Reporting Person Philip E. Berney
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Frank K. Bynum, Jr.
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person James J. Connors, II
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Michael B. Goldberg
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Frank J. Loverro
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person George E. Matelich
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Church M. Moore
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Frank T. Nickell
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Stanley de J. Osborne
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person David I. Wahrhaftig
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Thomas R. Wall, IV
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Christopher L. Collins
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Anna Lynn Alexander
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Howard A. Matlin
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Stephen C. Dutton
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Matthew S. Edgerton
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person Henry Mannix III
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

CUSIP: Y27183105

1.	Name of Reporting Person William Woo
2.	Check the Appropriate Box if a Member of a Group (a) ☐ (b) ⌧
3.	SEC Use Only
4.	Source of Funds OO
5.	Check Box is Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) □
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person With:		7.	Sole Voting Power 0
		8.	Shared Voting Power 8,163,521
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 8,163,521
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,163,521
12.	Check if the Aggregate Amount in Row 11 Excludes Certain Shares ☐
13.	Percent of Class Represented by Amount in Row 11 24.2%
14.	Type of Reporting Person IN

Note

Amendment No. 1 (“Amendment No. 1”) to Schedule 13D was filed by the undersigned on October 9, 2019 to amend the Schedule 13D which was originally filed with the Securities and Exchange Commission (“SEC”) on November 26, 2018.

This Amendment No. 2 to Schedule 13D (“Amendment No. 2”) is being filed by the undersigned to amend the Schedule 13D which was originally filed with the Securities and Exchange Commission (“SEC”) on November 26, 2018 as amended by Amendment No. 1 to Schedule 13D (“Amendment No.1”), filed on October 9, 2019. This Amendment No. 2 amends and supplements the Schedule 13D as specifically set forth herein.

All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.

The disclosure herein reflects a conversion of Series C Preferred Shares into Class A Common Shares on January 20, 2021 followed by a sale of such Common Class A Common Shares on April 13, 2021 and is based on 36,283,468 Class A Common Shares outstanding as of April 7, 2021 as disclosed in the Prospectus Supplement filed by the Issuer with the SEC on April 12, 2021.

Item 2 Identity and Background:

Item 2 of the Schedule 13D is hereby amended and restated as follows:

Name	Principal and Business Occupation	Jurisdiction of Organization/Citizenship
KEP VI (Newco Marine), Ltd.	Private Investment Fund	Cayman Islands
KEP VI (Cayman), L.P.	Sole Shareholder of KEP VI (Newco Marine), Ltd.	Cayman Islands
KEP VI (Cayman) GP Ltd.	General Partner of KEP VI (Cayman, L.P.	Cayman Islands
KIA VIII (Newco Marine), Ltd.	Private Investment Fund	Cayman Islands
KIA VIII (International), L.P.	Sole Shareholder of KIA VIII (Newco Marine), Ltd.	Cayman Islands
KELSO GP VIII (Cayman) L.P.	General Partner of KIA VIII (International), L.P.	Cayman Islands
KELSO GP VIII (Cayman) Ltd.	General Partner of Kelso GP VIII (Cayman), L.P.	Cayman Islands
Philip E. Berney	Co-Chief Executive Officer of Kelso & Company	United States of America
Frank K. Bynum, Jr.	Managing Director of Kelso & Company	United States of America
James J. Connors, II	Managing Director of Kelso & Company	United States of America
Michael B. Goldberg	Managing Director of Kelso & Company	United States of America
Frank J. Loverro	Co-Chief Executive Officer of Kelso & Company	United States of America
George E. Matelich	Managing Director of Kelso & Company	United States of America
Church M. Moore	Managing Director of Kelso & Company	United States of America
Frank T. Nickell	Chairman of Kelso & Company	United States of America
Stanley de J. Osborne	Managing Director of Kelso & Company	United States of America
David I. Wahrhaftig	Managing Director of Kelso & Company	United States of America
Thomas R. Wall, IV	Managing Director of Kelso & Company	United States of America
Christopher L. Collins	Managing Director of Kelso & Company	United States of America
Anna Lynn Alexander	Managing Director of Kelso & Company	United States of America
Howard A. Matlin	Managing Director and Chief Financial Officer of Kelso & Company	United States of America
Stephen C. Dutton	Managing Director of Kelso & Company	United States of America
Matthew S. Edgerton	Managing Director of Kelso & Company	United States of America
Henry Mannix III	Managing Director of Kelso & Company	United States of America
William Woo	Managing Director, General Counsel, and Chief Compliance Officer	United States of America

No disclosure is required pursuant to Instruction C to Schedule 13D for any person other than the Reporting Persons.

The principal business address of each of the Reporting Persons is c/o Kelso & Company, 320 Park Avenue, 24^th Floor, New York, New York 10022.

None of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

The Reporting Persons have entered into a Joint Filing Agreement and Power of Attorney, dated the date hereof, which is filed with this Schedule 13D as Exhibit 99.8 and incorporated into this Item 2 by reference, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act. Information with respect to each Reporting Person is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information furnished by another Reporting Person. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this Schedule 13D. Pursuant to Rule 13d-4 under the Act, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(d) or Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this Schedule 13D held by any other person and such beneficial ownership is expressly disclaimed.

Item 5 Interest in Securities of the Issuer:

Item 5 of the Schedule 13D is hereby amended and restated as follows:

Following the expiration of the Voting Agreement by its terms, Issuer effected the conversion of an aggregate of 250,000 Series C Preferred Shares, representing all such shares outstanding at that time, into Class A Common Shares on January 20, 2021 resulting in the issuance of an aggregate of 12,955,188 Class A Common Shares (the “Conversion”).

Following the Conversion, the Reporting Persons sold an aggregate of 4,791,667 Class A Common Shares (the “Offering”), resulting in an aggregate beneficial ownership by such Reporting Persons of 8,163,521 Class A Common Shares, which represents 24.2% of the 36,283,486 Class A Common Shares outstanding as of April 7, 2021, as disclosed in the Prospectus Supplement filed by the Issuer with the SEC on April 12, 2021.

None of the Reporting Persons has effected any other transactions in Class A Common Shares during the past 60 days.

Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer:

Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

Underwriting Agreement

On April 9, 2021, KEP VI (Newco Marine), Ltd. and KIA VIII (Newco Marine), Ltd. (together the “Kelso Selling Shareholders”) entered into an underwriting agreement with the Issuer, Jefferies LLC, on behalf of itself and the several underwriters named in Schedule I thereto, and Maas Capital Investments B.V., whereby the Kelso Selling Shareholders agreed to sell an aggregate of 4,791,667 Class A Common Shares. The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is Exhibit 99.7 to this Amendment No. 2 and is incorporated herein by reference.

Item 7 Materials to be Filed as Exhibits:

Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

Exhibit No.		Description
99.7		Underwriting Agreement, dated April 9, 2021, by and between Global Ship Lease, Inc., KIA VIII (Newco Marine), Ltd., KEP VI (Newco Marine), Ltd., Jefferies LLC, on behalf of itself and the several underwriters named in Schedule I thereto, and Maas Capital Investments B.V. (incorporated by reference to Exhibit 1.1 attached to the Form 6-K filed by Global Ship Lease, Inc. with the Securities and Exchange Commission on April 14, 2021).

99.8*		Joint Filing Agreement, dated May 5, 2021, by and among the Reporting Persons.

99.9*		Power of Attorney, dated August 5, 2019, by and among the Reporting Persons.

* Filed herewith.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Date: May 5, 2021

			KEP VI (Newco Marine), Ltd.

	Signature:		/s/ William Woo
	By:		William Woo, Vice President


			KEP VI (Cayman), L.P.

	Signature:		/s/ William Woo
			KEP VI (Cayman) GP Ltd., its General Partner
	By:		William Woo, Director and Vice President


			KEP VI (Cayman) GP Ltd.

	Signature:		/s/ William Woo
	By:		William Woo, Director and Vice President


			KIA VIII (Newco Marine), Ltd.

	Signature:		/s/ William Woo
	By:		William Woo, Vice President


			KIA VIII (International), L.P.

	Signature:		/s/ William Woo
			Kelso GP VIII (Cayman), L.P., its General Partner; by Kelso GP VIII (Cayman), Ltd., its General Partner
	By:		William Woo, Director and Vice President


			KELSO GP VIII (Cayman) L.P.

	Signature:		/s/ William Woo
	By:		William Woo, Director and Vice President


			KELSO GP VIII (Cayman) Ltd.

	Signature:		/s/ William Woo
			Kelso GP VIII (Cayman) Ltd., its general partner
	By:		William Woo, Director and Vice President

			PHILIP E. BERNEY

	Signature:		*


			FRANK K. BYNUM, JR.

	Signature:		*


			JAMES J. CONNORS, II

	Signature:		*


			MICHAEL B. GOLDBERG

	Signature:		*


			FRANK J. LOVERRO

	Signature:		*


			GEORGE E. MATELICH

	Signature:		*


			CHURCH M. MOORE

	Signature:		*


			FRANK T. NICKELL

	Signature:		*


			STANLEY DE J. OSBORNE

	Signature:		*


			DAVID I. WAHRHAFTIG

	Signature:		*


			THOMAS R. WALL, IV

	Signature:		*

			CHRISTOPHER L. COLLINS

	Signature:		*


			ANNA LYNN ALEXANDER

	Signature:		*


			HOWARD A. MATLIN

	Signature:		*


			STEPHEN C. DUTTON

	Signature:		*


			MATTHEW S. EDGERTON

	Signature:		*


			HENRY MANNIX III

	Signature:		*


			WILLIAM WOO

	Signature:		/s/ William Woo

*By:		/s/ William Woo
Name:		William Woo
		Attorney-in-fact

Exhibit 99.8

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned does hereby consent and agree to: (a) the joint filing on behalf of each of them of a Statement on Schedule 13D and all amendments thereto with respect to the Class A Common Shares, par value $0.01 per share, of Global Ship Lease, Inc. beneficially owned by each of them, as applicable and (b) the inclusion of this Joint Filing Agreement as an exhibit thereto.

Date: May 5, 2021

		KEP VI (Newco Marine), Ltd.

Signature:	/s/ William Woo
	By:	William Woo, Vice President

		KEP VI (Cayman), L.P.

Signature:		/s/ William Woo
	By:	KEP VI (Cayman) GP Ltd., its General
Partner; by William Woo, Director and Vice President

		KEP VI (Cayman) GP Ltd.

Signature:		/s/ William Woo
	By:	William Woo, Director and Vice President

		KIA VIII (Newco Marine), Ltd.

Signature:		/s/ William Woo
	By:	William Woo, Director

		KIA VIII (International), L.P.

Signature:		/s/ William Woo
	By:	Kelso GP VIII (Cayman), L.P., its
General Partner; by Kelso GP VIII (Cayman), Ltd., its
General Partner; by William Woo, Director and Vice President

		KELSO GP VIII (Cayman) L.P.

Signature:		/s/ William Woo
	By:	William Woo, Director and Vice President

		KELSO GP VIII (Cayman) Ltd.

Signature:		/s/ William Woo
	By:	Kelso GP VIII (Cayman) Ltd., its general
partner; By William Woo, Director and Vice President

		PHILIP E. BERNEY

Signature:		*

		FRANK K. BYNUM, JR.

Signature:		*

		JAMES J. CONNORS, II

Signature:		*

		MICHAEL B. GOLDBERG

Signature:		*

		FRANK J. LOVERRO

Signature:		*

		GEORGE E. MATELICH

Signature:		*

		CHURCH M. MOORE

Signature:		*

				FRANK T. NICKELL

	Signature:			*

				STANLEY DE J. OSBORNE

	Signature:			*

				DAVID I. WAHRHAFTIG

	Signature:			*

				THOMAS R. WALL, IV

	Signature:			*

				CHRISTOPHER L. COLLINS

	Signature:			*

				ANNA LYNN ALEXANDER

	Signature:			*

				HOWARD A. MATLIN

	Signature:			*

				STEPHEN C. DUTTON

	Signature:			*

				MATTHEW S. EDGERTON

	Signature:			*

				HENRY MANNIX III

	Signature:			*

				WILLIAM WOO

	Signature:			/s/ William Woo

*By:		/s/ William Woo
Name:		William Woo
		Attorney-in-fact

Exhibit 99.9

LIMITED POWER OF ATTORNEY FOR

SECTION 16 REPORTING OBLIGATIONS

Know all by these present that each of the undersigned hereby makes, constitutes and appoints William Woo, James J. Connors, II, Howard A. Matlin and Rosanna T. Leone, and each of them, with full power of substitution and resubstitution, as such undersigned's true and lawful attorneys-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1) execute and deliver for and on behalf of the undersigned (i) any and all Forms 3, 4 and 5 relating to Global Ship Lease Inc., a Marshall Islands company (the “Company”) and required to be filed in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules thereunder and (ii) any and all schedules relating to the Company required to be filed in accordance with Section 13(d) of the Exchange Act and the rules thereunder (together, the “Forms and Schedules”), in the undersigned’s capacity as a beneficial owner of securities and/or director of the Global Ship Lease Inc., KIA VIII (Newco Marine) Ltd, KEP VI (Newco Marine) Ltd., the general partner of KIA VIII (International), L.P., KEP VI (Cayman), L.P. and/or Kelso GP VIII (Cayman), L.P., and/or a director of Kelso GP VIII (Cayman) Ltd. and/or KEP VI (Cayman) GP Ltd., and in and all other capacities pursuant to which such Forms and Schedules may be required to be filed by the undersigned;

(2) do and perform any and all acts and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms and timely file such Forms and Schedules with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned acknowledges that:

(1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any

liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

(4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for an on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 5th day of August, 2019.

KIA VIII (Newco Marine). Ltd.


By:		/s/ Frank J. Loverro
		Frank J. Loverro Director


KEP VI (Newco Marine). Ltd.


By:		/s/ Frank J. Loverro
		Frank J. Loverro Director


KIA VIII (INTERNATIONAL), L.P.
By:	Kelso GP VIII (Cayman), L.P., its General Partner
By:	Kelso GP VIII (Cayman) Ltd., its General Partner


By:		/s/ Howard A. Matlin
		Howard A. Matlin Director


Kelso GP VIII (Cayman), L.P.
By:	Kelso GP VIII (Cayman) Ltd., its General Partner


By:		/s/ Howard A. Matlin
		Howard A. Matlin Director


Kelso GP VIII (Cayman), Ltd.


By:		/s/ Howard A. Matlin
		Howard A. Matlin Director

KEP VI (CAYMAN), L.P.
By:	KEP VI (Cayman) GP Ltd.


By:		/s/ Howard A. Matlin
		Howard A. Matlin Director


KEP VI (Cayman) GP Ltd.


By:		/s/ Howard A. Matlin
		Howard A. Matlin Director


/s/ Frank T. Nickell
Frank T. Nickell


/s/ Thomas R. Wall, IV
Thomas R. Wall, IV


/s/ George E. Matelich
George E. Matelich


/s/ Michael B. Goldberg
Michael B. Goldberg


/s/ Frank K. Bynum, Jr.
Frank K. Bynum, Jr.


/s/ David I. Wahrhaftig
David I. Wahrhaftig


/s/ Philip E. Berney
Philip E. Berney


/s/ Frank J. Loverro
Frank J. Loverro

/s/ James J. Connors, II
James J. Connors, II


/s/ Stanley de J. Osborne
Stanley de J. Osborne


/s/ Church M. Moore
Church M. Moore


/s/ Christopher L. Collins
Christopher L. Collins


/s/ Lynn Alexander
Lynn Alexander


/s/ Howard A. Matlin
Howard A. Matlin


/s/ Henry Mannix III
Henry Mannix III


/s/ Matthew S. Edgerton
Matthew S. Edgerton


/s/ Stephen C. Dutton
Stephen C. Dutton