Graham boosts CEO and CFO 2027 pay incentives

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What executive pay changes did Graham Corporation (GHM) approve on March 24, 2026?

What is Matthew J. Malone’s new long-term incentive target at Graham Corporation (GHM)?

How did Graham Corporation (GHM) change CFO Christopher J. Thome’s 2027 bonus opportunity?

Which Graham Corporation executives are affected by the March 24, 2026 compensation decisions?

When will the new incentive and bonus targets at Graham Corporation (GHM) apply?

Graham Corporation updated executive compensation for two senior leaders.

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8-K

Graham Corporation updated executive compensation for two senior leaders. The Compensation Committee set President and CEO Matthew J. Malone’s annual base salary at $600,000 and Vice President – Finance, Chief Financial Officer and Chief Accounting Officer Christopher J. Thome’s annual base salary at $400,000.

For fiscal 2027, Mr. Malone will receive a target equity long-term incentive plan award equal to 200% of his base salary, tying more of his pay to share-based incentives. Mr. Thome will receive a target Executive Cash Bonus Program award equal to 70% of his base salary, linking a larger portion of his compensation to cash performance bonuses.

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

CEO base salary: $600,000 per year CFO base salary: $400,000 per year CEO LTIP target: 200% of base salary +1 more

4 metrics

CEO base salary $600,000 per year Annual base salary for Matthew J. Malone

CFO base salary $400,000 per year Annual base salary for Christopher J. Thome

CEO LTIP target 200% of base salary Target equity long-term incentive for fiscal 2027

CFO cash bonus target 70% of base salary Target Executive Cash Bonus Program award for fiscal 2027

Compensation Committee, long-term incentive plan, Executive Cash Bonus Program, annual base salary

4 terms

Compensation Committee financial

"the Compensation Committee (the “Committee”) of the Board of Directors of Graham Corporation"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

long-term incentive plan financial

"the target equity long-term incentive plan (the “LTIP”) award Mr. Malone will receive"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Executive Cash Bonus Program financial

"the target Executive Cash Bonus Program (the “Cash Bonus Program”) award Mr. Thome will receive"

annual base salary financial

"approved an increase to the annual base salary for Matthew J. Malone"

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Graham Corporation’s Compensation Committee increased base salaries for two executives. CEO Matthew J. Malone’s annual base salary is now $600,000, and CFO Christopher J. Thome’s annual base salary is $400,000. These updates reflect revised compensation levels for the company’s top leadership roles.

For fiscal 2027, CEO Matthew J. Malone will receive a target equity long-term incentive plan award equal to 200% of his base salary. This significantly increases the share-based component of his pay, further aligning his compensation with Graham Corporation’s long-term performance.

For fiscal 2027, Christopher J. Thome’s target Executive Cash Bonus Program award was set at 70% of his base salary. This change increases the variable cash portion of his compensation, tying more of his total pay to achieving performance-based goals under the bonus program.

The changes apply to Matthew J. Malone, President and Chief Executive Officer, and Christopher J. Thome, Vice President – Finance, Chief Financial Officer and Chief Accounting Officer. Both executives received updated base salaries and, for fiscal 2027, revised incentive or bonus targets.

The revised incentive figures apply for fiscal 2027. Matthew J. Malone’s target long-term equity incentive will be 200% of base salary, while Christopher J. Thome’s target Executive Cash Bonus Program award will be 70% of base salary for that fiscal year.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/30/2026 - 05:32 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

March 24, 2026

Graham Corporation

(Exact name of Registrant as specified in its charter)


Delaware	001-08462	16-1194720
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

20 Florence Avenue, Batavia, New York		14020
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:

(585) 343-2216

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.10 per share	GHM	NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 24, 2026, the Compensation Committee (the “Committee”) of the Board of Directors of Graham Corporation (the “Company”), approved an increase to the annual base salary for Matthew J. Malone, the Company’s President and Chief Executive Officer, and Christopher J. Thome, the Company’s Vice President – Finance, Chief Financial Officer and Chief Accounting Officer, resulting in the following annual base salaries:


Name	Annual Base Salary
Matthew J. Malone	$	600,000
Christopher J. Thome	$	400,000

Further, on March 24, 2026, the Committee approved an increase to the target equity long-term incentive plan (the “LTIP”) award Mr. Malone will receive, which is based on a percentage of base salary. For fiscal 2027, Mr. Malone will receive a target LTIP award equal in value to 200% of his base salary.

Finally, on March 24, 2026, the Committee approved an increase to the target Executive Cash Bonus Program (the “Cash Bonus Program”) award Mr. Thome will receive, which is based on a percentage of base salary. For fiscal 2027, Mr. Thome will receive a target Cash Bonus Program award equal in value to 70% of his base salary.

SIGNATURES

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 hereunto duly authorized.

Source: View Original Filing on SEC EDGAR

Graham Corporation

Date: March 30, 2026

/s/ Christopher J. Thome

Christopher J. Thome

Vice President – Finance, Chief Financial Officer and Chief Accounting Officer

3 documents