GrafTech International insider details options and RSU grants

Rhea-AI Filing Summary

GrafTech International (EAF) reported the equity holdings of its VP of Operations as of the event date of 11/06/2025. The officer directly owns 3,580 shares of common stock. In addition, they hold employee stock options to buy 405 shares of common stock at an exercise price of $100.8 expiring on 02/25/2032 and 1,239 options at $56 expiring on 02/25/2033, all held directly.

The officer also holds multiple grants of restricted stock units (RSUs), including 163.7765, 571.3021, 5,974 and 11,308 RSUs, each representing a contingent right to receive one share of EAF common stock. These awards generally vest in annual installments beginning between February 2023 and February 2026, with several grants accruing additional RSUs through dividend equivalent rights. The company’s Board previously suspended its quarterly cash dividend of $0.01 per share on August 2, 2023, which affects future dividend-equivalent accruals.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Clemens Jeremy Joseph

(Last) (First) (Middle)

982 KEYNOTE CIRCLE

(Street)

BROOKLYN HEIGHTS OH 44131

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/06/2025

3. Issuer Name and Ticker or Trading Symbol
GRAFTECH INTERNATIONAL LTD [ EAF ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Operations

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,580	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(1)	02/25/2032	Common Stock	405	$100.8	D
Employee Stock Option (right to buy)	(2)	02/25/2033	Common Stock	1,239	$56	D
Restricted Stock Units	(3)	(3)	Common Stock	163.7765	(4)	D
Restricted Stock Units	(5)	(5)	Common Stock	571.3021	(4)	D
Restricted Stock Units	(6)	(6)	Common Stock	5,974	(4)	D
Restricted Stock Units	(7)	(7)	Common Stock	11,308	(4)	D

Explanation of Responses:

1. On February 25, 2022, the reporting person was granted 405 employee stock options. The employee stock options vest in five equal annual installments beginning on February 25, 2023.

2. On February 25, 2023, the reporting person was granted 1,239 employee stock options. The employee stock options vest in three equal annual installments beginning on February 25, 2024.

3. On February 25, 2022, the reporting person was granted 405 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in five equal annual installments beginning on February 25, 2023.

4. Each restricted stock unit (RSU) represents a contingent right to receive one share of EAF common stock.

5. On February 25, 2023, the reporting person was granted 1,708 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in three equal annual installments beginning on February 25, 2024.

6. On March 12, 2024, the reporting person was granted 8,962 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in three equal annual installments beginning on March 12, 2025.

7. On February 25, 2025, the reporting person was granted 11,308 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in three equal annual installments beginning on February 25, 2026.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Andrew J. Renacci, by power of attorney	11/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider ownership did GrafTech (EAF) report for its VP of Operations?

The VP of Operations beneficially owns 3,580 shares of GrafTech common stock directly, along with various stock options and restricted stock units reported as of the 11/06/2025 event date.

What stock options were reported in this GrafTech (EAF) insider filing?

The officer holds 405 employee stock options granted on February 25, 2022 with an exercise price of $100.8 and expiration on 02/25/2032, and 1,239 options granted on February 25, 2023 with an exercise price of $56 and expiration on 02/25/2033. Both grants vest in annual installments over several years.

How many restricted stock units (RSUs) does the GrafTech (EAF) officer hold?

The filing lists several RSU positions held directly: 163.7765 RSUs from a 2022 grant, 571.3021 RSUs from a 2023 grant, 5,974 RSUs from a March 12, 2024 grant, and 11,308 RSUs from a February 25, 2025 grant. Each RSU represents a contingent right to receive one share of EAF common stock.

What are the vesting schedules for the GrafTech (EAF) officer’s RSUs?

The February 25, 2022 RSUs vest in five equal annual installments beginning February 25, 2023. The February 25, 2023 RSUs vest in three equal annual installments beginning February 25, 2024. The March 12, 2024 RSUs vest in three equal annual installments beginning March 12, 2025, and the February 25, 2025 RSUs vest in three equal annual installments beginning February 25, 2026.

Do the GrafTech (EAF) RSU grants include dividend equivalent rights?

Yes. The RSU grants from February 25, 2022, February 25, 2023, March 12, 2024, and February 25, 2025 each accrue additional RSUs through dividend equivalent rights based on the closing price of EAF stock on dividend payment dates, if a dividend is declared by the Board of Directors.

How does GrafTech’s dividend suspension affect these RSUs?

On August 2, 2023, GrafTech’s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. Because the RSUs accrue additional units only if a dividend is declared, this suspension affects future dividend-equivalent accruals on the outstanding RSU grants.