GrafTech (NYSE: EAF) VP exercises RSUs, 1,059 shares withheld

Rhea-AI Filing Summary

GrafTech International VP, Operations Clemens Jeremy Joseph exercised restricted stock units into common shares and had some shares withheld for taxes. He converted 2,987 RSUs into 2,987 shares of common stock at a conversion price of $0.00 per share.

To cover tax obligations, 1,059 common shares were withheld at $5.23 per share. After these transactions, he directly holds 8,361 shares of GrafTech common stock. The RSUs convert into EAF common stock on a one-for-one basis under the company’s equity program.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Clemens Jeremy Joseph

(Last) (First) (Middle)

C/O GRAFTECH INTERNATIONAL LTD.

982 KEYNOTE CIRCLE

(Street)

BROOKLYN HEIGHTS OH 44131

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/12/2026		M		2,987	A	(1)	9,420	D
Common Stock	03/12/2026		F		1,059	D	$5.23	8,361	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	03/12/2026		M			2,987	(2)	(2)	Common Stock	2,987	$0	2,987	D

Explanation of Responses:

1. Restricted stock units (RSUs) convert into shares of EAF common stock on a one-for-one basis.

2. 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.

Remarks:

	/s/ Andrew J. Renacci, by power of attorney	03/16/2026
	** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did GrafTech (EAF) report for VP Operations Clemens Jeremy Joseph?

GrafTech’s VP, Operations Clemens Jeremy Joseph exercised restricted stock units into common shares and had shares withheld for taxes. He converted 2,987 RSUs into common stock and 1,059 shares were withheld to satisfy tax obligations tied to the equity award.

How many GrafTech (EAF) shares did the executive acquire and how many were withheld?

The executive acquired 2,987 shares of GrafTech common stock through the conversion of restricted stock units. To cover tax liabilities, 1,059 of those common shares were withheld, leaving a net increase in directly held shares as part of a routine equity compensation event.

How many GrafTech (EAF) shares does the VP Operations own after these transactions?

Following the reported equity transactions, the VP, Operations directly holds 8,361 shares of GrafTech common stock. This figure reflects the RSU conversion and the subsequent tax-withholding share disposition recorded on the same date as part of the compensation-related process.

What do the restricted stock units (RSUs) represent for GrafTech (EAF) executives?

The restricted stock units represent rights to receive GrafTech common shares on a one-for-one basis upon conversion. A referenced grant of 8,962 RSUs was made on March 12, 2024, vesting in three equal annual installments beginning March 12, 2025, subject to the company’s dividend and vesting terms.

Why were GrafTech (EAF) shares disposed of under transaction code F for the VP Operations?

The code F disposition reflects shares delivered to cover tax liabilities related to the equity award, not an open-market sale. In this case, 1,059 common shares were withheld at $5.23 per share to satisfy tax obligations linked to the RSU conversion event.