EAF Form 4: 2,145 Vested DSUs, Post 1-for-10 Reverse Split

Rhea-AI Filing Summary

GrafTech International Ltd director Jean-Marc Germain reported receipt of 2,145.0858 deferred share units (DSUs) on 09/30/2025, each converting to one share of common stock. The filing notes DSUs are fully vested and will be settled in whole shares either upon termination of director service (no later than the end of that calendar year) or, if elected, in equal 20% annual installments over five years. The DSU amounts are shown on a post-split basis following the company's 1-for-10 reverse stock split effective 08/29/2025. After the transaction, the reporting person beneficially owned 15,262.7557 shares (direct). The Form 4 was signed by power of attorney on 10/02/2025.

Positive

• 2,145.0858 DSUs are fully vested, ensuring clear immediate entitlement to common shares
• DSU settlement terms are specified: immediate post-termination delivery or 20% annual installments

Negative

• 1-for-10 reverse stock split effective 08/29/2025 reduced share counts and required post-split adjustment of DSU amounts

Insights

Corporate Governance Analyst

Director received vested DSUs equivalent to 2,145.0858 shares; settlement and split noted.

The filing documents a routine equity compensation event: grant/accrual of 2,145.0858 DSUs that are fully vested and convert one-for-one into common shares. The disclosure clarifies settlement timing options—either upon termination (no later than year-end) or in 20% annual installments over five years depending on election.

The report also records a post-transaction beneficial ownership of 15,262.7557 shares and explicitly states the DSU amounts are adjusted for the company's 1-for-10 reverse stock split effective 08/29/2025. This is a standard director compensation disclosure and does not by itself indicate a change in control or extraordinary dilution.

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

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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).

1. Name and Address of Reporting Person^*

Germain Jean-Marc

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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
Deferred Share Units	(1)	09/30/2025		A		2,145.0858(2)		(3)	(3)	Common Stock	2,145.0858(2)	$0	15,262.7557(2)	D

Explanation of Responses:

1. Each deferred share unit (DSU) represents a contingent right to receive one share of EAF common stock.

2. On August 29, 2025, the Company effected a reverse stock split of the Company's issued common stock at a ratio of 1-for-10. As a result, the amount of DSUs reflected in this filing is on a post-split adjusted basis.

3. DSUs are fully vested. Vested deferred share units will be settled in whole shares of common stock which will be delivered to the reporting person either (1) as soon as practicable after the reporting person terminates service as a director of the company but in any event no later than the end of the calendar year in which such termination date occurs or (2) in substantially equal 20% installments on the first five annual anniversaries of the date of termination of the reporting person's service as director, depending on the reporting person's election for the director year in which the DSUs were granted or accrued.

Remarks:

	/s/ Andrew J. Renacci, by power of attorney	10/02/2025
	** 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 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).
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FAQ

What did GrafTech (EAF) director Jean-Marc Germain report on Form 4?

He reported receipt of 2,145.0858 DSUs on 09/30/2025, which are fully vested and convert one-for-one into common shares.

How many shares does the reporting person beneficially own after the transaction for EAF?

The filing shows beneficial ownership of 15,262.7557 shares (direct) following the reported transaction.

Were the DSU amounts affected by any corporate action at GrafTech (EAF)?

Yes. The DSU amounts are post-adjusted for a 1-for-10 reverse stock split that became effective on 08/29/2025.

When will the vested DSUs be settled for GrafTech (EAF)?

Vested DSUs will be settled in whole shares either as soon as practicable after the director terminates service (no later than year-end) or in 20% installments across five years, depending on the director's election.

When was the Form 4 for EAF signed and filed?

The filing shows signature by power of attorney on 10/02/2025 and the transaction date as 09/30/2025.