Graham Corp (NYSE: GHM) CFO granted shares while some withheld for tax
Rhea-AI Filing Summary
Graham Corp VP-Finance and CFO Christopher J. Thome reported equity compensation activity and related tax withholding. He received 8,619 shares of common stock upon vesting of performance-based restricted stock units granted under the 2020 Equity Incentive Plan, following a three-year performance period ending on 3/31/2026.
To cover tax withholding obligations on the PSU vesting, 3,193 shares of common stock were withheld at $95.34 per share. After these transactions, he directly holds 35,988 shares of common stock. He also continues to hold several tranches of restricted stock units that convert into common stock on a one-for-one basis, with vesting scheduled between 2027 and 2029.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 5,426 shares
Net Buy
5 txns
Insider
Thome Christopher J.
Role
VP-Finance; CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 8,619 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 3,193 | $95.34 | $304K |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
Holdings After Transaction:
Common Stock — 35,988 shares (Direct);
Restricted Stock Units — 5,252 shares (Direct)
Footnotes (6)
- F1. These shares were awarded to Mr. Thome upon the vesting of performance-based restricted stock units ("PSUs") granted to him under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3. The shares underlying this award vested after three years based on the Company's achievement on certain pre-determined performance measures over the eligible three-year period that ended on 3/31/2026.
- F2. Shares withheld to cover tax withholding obligations upon the vesting of PSUs.
- F3. These restricted stock units convert into common stock on a one-for-one basis ("RSUs").
- F4. Two-thirds of the original grant of these RSUs vested in substantially equal installments on each of 6/4/2025 and 6/4/2026, and except as otherwise provided in the award notice, the balance vests on 6/4/2027.
- F5. 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.
- F6. These RSUs vest one-third on each of 6/1/2027, 6/1/2028 and 6/1/2029, except as otherwise provided in the award notice.
Key Figures
PSU vesting award: 8,619 shares
Tax withholding shares: 3,193 shares
Tax withholding price: $95.34 per share
+4 more
7 metrics
PSU vesting award
8,619 shares
Common stock granted upon PSU vesting for period ending 3/31/2026
Tax withholding shares
3,193 shares
Shares withheld to cover tax obligations on PSU vesting
Tax withholding price
$95.34 per share
Price used for withholding 3,193 shares of common stock
Common shares held
39,181 shares
Direct common stock holdings after Form 4 transactions
RSU tranche 1
1,408 underlying shares
Restricted stock units convertible one-for-one into common stock
RSU tranche 2
2,200 underlying shares
Restricted stock units convertible one-for-one into common stock
RSU tranche 3
1,644 underlying shares
Restricted stock units convertible one-for-one into common stock
Key Terms
performance-based restricted stock units, Rule 16b-3, Equity Incentive Plan, tax withholding obligations, +1 more
5 terms
performance-based restricted stock units financial
"These shares were awarded to Mr. Thome upon the vesting of performance-based restricted stock units ("PSUs") granted to him under the 2020 Graham Corporation Equity Incentive Plan"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Rule 16b-3 regulatory
"PSUs granted to him 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.
Equity Incentive Plan financial
"PSUs granted to him under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
tax withholding obligations financial
"Shares withheld to cover tax withholding obligations upon the vesting of PSUs"
restricted stock units financial
"These restricted stock units convert into common stock on a one-for-one basis ("RSUs")"
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.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What equity award did Graham Corp (GHM) CFO Christopher Thome receive?
Christopher Thome received 8,619 shares of common stock upon the vesting of performance-based restricted stock units granted under the 2020 Graham Corporation Equity Incentive Plan, based on company performance over a three-year period ending on March 31, 2026.
How do Christopher Thome’s performance-based RSUs at Graham Corp (GHM) vest?
The vested shares came from performance-based restricted stock units that vested after a three-year performance period ending 3/31/2026. Vesting depended on Graham Corp’s achievement of predetermined performance measures over that eligible three-year period under the 2020 Equity Incentive Plan.
What are the vesting schedules for Christopher Thome’s remaining Graham Corp (GHM) RSUs?
Remaining restricted stock units vest in installments on dates including 6/4/2026, 6/4/2027, 6/2/2027, 6/2/2028, and one-third annually on 6/1/2027, 6/1/2028, and 6/1/2029, subject to award notice terms.
Do Christopher Thome’s RSUs at Graham Corp (GHM) convert into common stock?
Yes. The filing states these restricted stock units convert into common stock on a one-for-one basis. This means each RSU delivers one share of Graham Corp common stock upon vesting, following the specified schedules.