Graham CFO exercises RSUs, pays tax with shares

GRAHAM CORP VP-Finance and CFO Christopher J. Thome reported routine equity compensation activity involving restricted stock units (RSUs) and common stock.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

Rhea-AI Filing Summary

GRAHAM CORP VP-Finance and CFO Christopher J. Thome reported routine equity compensation activity involving restricted stock units (RSUs) and common stock. He exercised derivative securities covering 1,643 RSUs that convert into common stock on a one-for-one basis and received an equivalent number of common shares.

To satisfy tax withholding obligations upon RSU vesting, 608 common shares were withheld at a price of $107.96 per share. After these transactions, he directly held 30,562 shares of common stock. He also retained RSU awards that are scheduled to vest over future dates, including tranches tied to 2027, 2028, and 2029.

Insider Trade Summary

1,643 shares exercised/converted

Exercise 5 txns

Insider Thome Christopher J.

Role VP-Finance; CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,643	$0.00	$0.00
Exercise	Common Stock	1,643	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	608	$107.96	$66K
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--

Holdings After Transaction: Restricted Stock Units — 5,252 contracts for 3,608 underlying shares (Direct); Common Stock — 30,562 shares (Direct)

Footnotes (5)

F1. These restricted stock units convert into common stock on a one-for-one basis ("RSUs").
F2. Shares withheld to cover tax withholding obligations upon the vesting of RSUs.
F3. 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.
F4. 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.
F5. 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

RSUs exercised: 1,643 shares Shares withheld for taxes: 608 shares Withholding price: $107.96/share +3 more

6 metrics

RSUs exercised 1,643 shares Restricted stock units converting one-for-one into common stock

Shares withheld for taxes 608 shares Tax-withholding disposition upon RSU vesting

Withholding price $107.96/share Value used for 608-share tax withholding

Common shares held 31,170 shares Direct GHM common stock holdings after transactions

RSU underlying shares (grant 1) 1,408 shares Remaining RSUs referencing common stock, direct ownership

RSU underlying shares (grant 2) 2,200 shares Additional RSUs referencing common stock, direct ownership

Key Terms

Restricted Stock Units, tax withholding obligations, derivative security, vesting, +1 more

5 terms

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.

tax withholding obligations financial

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

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

vesting financial

"Two-thirds of the original grant of these RSUs vested in substantially equal installments"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

non-derivative financial

"transaction_type": "non-derivative""

FAQ

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

What did GRAHAM CORP (GHM) CFO Christopher Thome report in this Form 4?

He reported routine equity compensation activity, exercising 1,643 restricted stock units into common stock and having 608 shares withheld to cover tax obligations. These transactions reflect RSU vesting rather than open-market buying or selling of GRAHAM CORP shares.

How many GRAHAM CORP shares does the CFO hold after these transactions?

Following the reported RSU exercise and tax withholding, Christopher Thome directly holds 31,170 shares of GRAHAM CORP common stock. This total reflects his position after 608 shares were withheld to pay taxes related to vested restricted stock units on the transaction date.

Were any GRAHAM CORP shares sold on the open market in this Form 4?

No open-market sales are reported. The only disposition is 608 shares withheld to satisfy tax obligations associated with RSU vesting. Such tax-withholding dispositions are handled by the issuer and are treated differently from discretionary sales in the public market.

What RSU activity did the GRAHAM CORP CFO disclose for June 4, 2026?

He disclosed the exercise of derivative securities covering 1,643 restricted stock units that convert one-for-one into common stock. Footnotes explain RSU grants vest in installments across specified dates in 2025, 2026, 2027, 2028, and 2029, consistent with long-term equity compensation schedules.

What are the vesting terms of the GRAHAM CORP CFO’s RSUs?

Footnotes show multiple RSU grants vesting in installments. One grant vests two-thirds on June 4, 2025 and June 4, 2026, with the balance on June 4, 2027. Other grants vest across June 2, 2026 through June 2, 2028, and June 1, 2027 through June 1, 2029.

Does this GRAHAM CORP Form 4 indicate remaining unvested RSUs for the CFO?

Yes. The derivative positions section lists restricted stock units referencing 1,408 and 2,200 underlying common shares. Footnotes describe future vesting dates extending to 2027, 2028, and 2029, indicating the CFO retains significant unvested RSU awards after the reported vesting event.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 06/08/2026 - 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^*

Thome Christopher J.

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP-Finance; CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026

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	06/04/2026		M		1,643	A	$0⁽¹⁾	31,170	D
Common Stock	06/04/2026		F		608⁽²⁾	D	$107.96	30,562	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⁾	06/04/2026		M			1,643	⁽³⁾	⁽³⁾	Common Stock	1,643	$0	1,644	D
Restricted Stock Units	$0⁽¹⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	2,200		2,200	D
Restricted Stock Units	$0⁽¹⁾							⁽⁵⁾	⁽⁵⁾	Common Stock	1,408		1,408	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. 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.

4. 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.

5. 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.

	/s/ Christina McLeod, Attorney-in-Fact for Christopher J. Thome	06/08/2026
	** 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