Graham Corp (GHM) CEO receives 6,036 RSUs and reports new share vesting

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Graham Corp President and CEO Matthew Malone reported routine equity compensation activity. On June 1, 2026, he received a grant of 6,036 Restricted Stock Units (RSUs) that convert into common stock on a one-for-one basis under the 2020 Equity Incentive Plan.

On June 2, 2026, 2,540 RSUs vested and were converted into common shares. Of these, 730 shares were withheld to cover tax withholding obligations, a non‑market disposition, leaving 56,567 shares of common stock held directly. The filing also shows 2,582 RSUs remaining outstanding, vesting in future installments according to the plan’s schedule.

Insider Trade Summary

2,540 shares exercised/converted

Mixed 5 txns

Insider Malone Matthew

Role President and CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,540	$0.00	--
Exercise	Common Stock	2,540	$0.00	--
Tax Withholding	Common Stock	730	$106.11	$77K
Grant/Award	Restricted Stock Units	6,036	$0.00	--
holding	Restricted Stock Units	--	--	--

Holdings After Transaction: Restricted Stock Units — 5,082 shares (Direct, null); Common Stock — 57,297 shares (Direct, null)

Footnotes (1)

These restricted stock units convert into common stock on a one-for-one basis ("RSUs"). Shares withheld to cover tax withholding obligations upon the vesting of RSUs. One-third of the original grant of these RSUs vested on 6/2/2026, and except as otherwise provided in the award notice, the balance vests in substantially equal installments on 6/2/2027 and 6/2/2028. These RSUs were granted under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vest one-third on each of 6/1/2027, 6/1/2028 and 6/1/2029. These RSUs vest in substantially equal installments on each of 6/4/2026 and 6/4/2027, except as otherwise provided in the award notice.

Key Figures

RSU grant: 6,036 RSUs RSUs vested: 2,540 RSUs Shares withheld for taxes: 730 shares +4 more

7 metrics

RSU grant 6,036 RSUs Granted June 1, 2026 under 2020 Equity Incentive Plan

RSUs vested 2,540 RSUs Converted to common stock on June 2, 2026

Shares withheld for taxes 730 shares Withheld upon RSU vesting to cover tax obligations

Common shares held 56,567 shares Direct holdings after June 2, 2026 transactions

RSUs remaining 2,582 RSUs Restricted Stock Units outstanding after transactions

Exercise/withholding price $106.11 per share Value used for 730-share tax-withholding disposition

RSU conversion ratio 1:1 Each RSU converts into one share of common stock

Key Terms

Restricted Stock Units, tax withholding obligations, 2020 Graham Corporation Equity Incentive Plan, Rule 16b-3, +1 more

5 terms

Restricted Stock Units financial

"These restricted stock units convert into common stock on a one-for-one basis"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Shares withheld to cover tax withholding obligations upon the vesting of RSUs"

2020 Graham Corporation Equity Incentive Plan financial

"These RSUs were granted under the 2020 Graham Corporation Equity Incentive Plan"

Rule 16b-3 regulatory

"granted under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

vest in substantially equal installments financial

"These RSUs vest in substantially equal installments on each of 6/4/2026 and 6/4/2027"

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 04:31 PM

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
Estimated average burden
hours per response:			0.5

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^*

Malone Matthew

(Last)

(First)

(Middle)

C/O GRAHAM CORPORATION

20 FLORENCE AVENUE

(Street)

BATAVIA

NEW YORK

14020

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GRAHAM CORP [ GHM ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/02/2026		M		2,540	A	$0⁽¹⁾	57,297	D
Common Stock	06/02/2026		F		730⁽²⁾	D	$106.11	56,567	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0⁽¹⁾	06/02/2026		M			2,540	⁽³⁾	⁽³⁾	Common Stock	2,540	$0	5,082	D
Restricted Stock Units	$0⁽¹⁾	06/01/2026		A		6,036		⁽⁴⁾	⁽⁴⁾	Common Stock	6,036	$0	6,036	D
Restricted Stock Units	$0⁽¹⁾							⁽⁵⁾	⁽⁵⁾	Common Stock	2,582		2,582	D

Explanation of Responses:

1. These restricted stock units convert into common stock on a one-for-one basis ("RSUs").

2. Shares withheld to cover tax withholding obligations upon the vesting of RSUs.

3. One-third of the original grant of these RSUs vested on 6/2/2026, and except as otherwise provided in the award notice, the balance vests in substantially equal installments on 6/2/2027 and 6/2/2028.

4. These RSUs were granted under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vest one-third on each of 6/1/2027, 6/1/2028 and 6/1/2029.

5. These RSUs vest in substantially equal installments on each of 6/4/2026 and 6/4/2027, except as otherwise provided in the award notice.

	/s/ Christina McLeod, Attorney-in-Fact for Matthew Malone	06/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did GRAHAM CORP (GHM) report for Matthew Malone?

Graham Corp reported that President and CEO Matthew Malone received 6,036 new RSUs and had 2,540 RSUs vest into common stock. A portion of the resulting shares was withheld to satisfy tax obligations, reflecting routine equity compensation activity rather than an open‑market trade.

How many GRAHAM CORP (GHM) shares does Matthew Malone hold after these transactions?

After the reported transactions, Matthew Malone holds 56,567 shares of Graham Corp common stock directly. In addition, he has 2,582 Restricted Stock Units outstanding that can convert into common shares in the future as they vest under the company’s equity incentive plan.

What RSU grant did Matthew Malone receive from GRAHAM CORP (GHM)?

Malone received a grant of 6,036 Restricted Stock Units that each convert into one share of Graham Corp common stock. These RSUs were granted under the 2020 Graham Corporation Equity Incentive Plan and are scheduled to vest in three equal annual installments beginning June 1, 2027.

What happened when Matthew Malone’s GRAHAM CORP (GHM) RSUs vested?

On June 2, 2026, 2,540 of Malone’s RSUs vested and converted into the same number of common shares. To cover tax withholding obligations on this vesting, 730 of the resulting shares were withheld, which is a tax settlement mechanism rather than an open‑market sale.

How do Matthew Malone’s remaining GRAHAM CORP (GHM) RSUs vest over time?

Footnotes indicate portions of Malone’s RSU awards vest in substantially equal installments on June 4, 2026 and June 4, 2027, and another grant vests one‑third on each of June 1, 2027, June 1, 2028, and June 1, 2029, subject to award notice terms.