6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13-16 or15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of October 2021

Commission File Number 001-36202

NAVIGATOR HOLDINGS LTD.

(Exact name of Registrant as specified in its Charter)

c/o NGTServices UK Ltd

10 Bressenden Place

London, SW1E 5DH

UnitedKingdom

(Address of principal executive office)

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    ☒                Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1).     Yes  ☐                No  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7).     Yes  ☐                 No  ☒

Navigator Holdings Ltd. (the “Company”) announced on October 28, 2021, that Dr. Henry “Harry” Deans gave notice that he intends to step down as the Company’s Chief Executive Officer (“CEO”) and as a member of its Board of Directors, effective October 28, 2021. A process to identify the successor of Dr. Deans as CEO will commence immediately. In the interim, a committee comprising existing management executives, namely, Chief Financial Officer, Niall Nolan, Chief Commercial Officer, Oeyvind Lindeman and Michael Schroder, CEO of Ultragas ApS Denmark, Country President and Integration Officer, will lead Navigator until such successor has joined the Company.

Attached as Exhibit 99.1 is a copy of the press release of Navigator Holdings Ltd., dated October 28, 2021

The following exhibits are filed as part of this Report on Form 6-K:

SIGNATURE

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.

EX-99.1

Exhibit 99.1

Navigator Holdings Ltd. announces Dr. Henry “Harry” Deans stepping down as CEO

October 28, 2021 - Navigator Holdings Ltd. (“Navigator” / the “Company”) (NYSE: NVGS), a leading provider of seaborne transportation and distribution of liquified gases, announces that Dr. Henry “Harry” Deans has given notice that he intends to step down as Navigator’s Chief Executive Officer (“CEO”) and as a member of its Board of Directors (the “Board”), effective October 28, 2021.

Dr. Deans was appointed as a member of the Board in November 2018 and became CEO in August 2019. During his tenure as CEO, Dr. Deans oversaw the merger of the fleet and business of Ultragas ApS with that of Navigator’s, growing the fleet to a total of 55 vessels.

Dag von Appen, Navigator’s Non-Executive Chairman commented:

“On behalf of the Board, I would like to thank Harry for his service and contribution to the business during his time at Navigator. We wish him all the best for his future endeavours.”

Dr. Deans, Navigator’s outgoing CEO commented:

“I’ve thoroughly enjoyed my time at Navigator and I’m glad I was at the helm to commission the ethylene terminal and successfully complete the merger with Ultragas. Now is an appropriate time for someone with a more seasoned maritime background to take the lead at the Company. I wish the Navigator team all the best for the future.”

A process to identify the successor of Dr. Deans as CEO will commence immediately. In the interim, a committee comprising existing management executives, namely, Chief Financial Officer, Niall Nolan, Chief Commercial Officer, Oeyvind Lindeman and Michael Schroder, CEO of Ultragas ApS Denmark, Country President and Integration Officer, will lead Navigator until such successor has joined the Company.

About Us

Navigator Holdings Ltd. is the owner and operator of the world’s largest fleet of handysize liquefied gas carriers and a global leader in the seaborne transportation services of petrochemical gases, such as ethylene and ethane, liquefied petroleum gas (“LPG”) and ammonia and owns a 50% share, through a joint venture, in an ethylene export marine terminal at Morgan’s Point, Texas on the Houston Ship Channel, USA. On August 4, 2021, Navigator announced that it merged the fleet and business activities of Ultragas ApS with its own, adding an additional 18 vessels to the fleet. The transaction unites two leading gas shipping companies. Navigator’s combined fleet now consists of 55 semi- or fully-refrigerated liquefied gas carriers, 22 of which are ethylene and ethane capable. The Company plays a vital role in the liquefied gas supply chain for energy companies, industrial consumers and commodity traders, with its sophisticated vessels providing an efficient and reliable ‘floating pipeline’ between the parties, connecting the world today, creating a sustainable tomorrow.

Navigator Gas