Graham director acquires shares via RSU vesting

Graham Corp director James J. Barber increased his equity stake through routine equity compensation transactions.

Rhea-AI Filing Summary

Graham Corp director James J. Barber increased his equity stake through routine equity compensation transactions. On June 2, 2026, 1,956 restricted stock units vested and converted into the same number of common shares on a one-for-one basis, bringing his direct common stock holdings to 55,791 shares.

Separately, on June 1, 2026, Barber received a grant of 905 restricted stock units under the 2020 Graham Corporation Equity Incentive Plan, which the company notes is exempt under Rule 16b-3 and is scheduled to vest on June 1, 2027, subject to the award terms. These transactions reflect compensation and do not involve any open-market buying or selling.

Insider Trade Summary

1,956 shares exercised/converted

Exercise 3 txns

Insider Barber James J

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,956	$0.00	$0.00
Exercise	Common Stock	1,956	$0.00	$0.00
Grant/Award	Restricted Stock Units	905	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 905 contracts (Direct); Common Stock — 55,791 shares (Direct)

Footnotes (2)

1. F1. These restricted stock units, which vested on 6/2/2026, converted into common stock on a one-for-one basis.
2. F2. These restricted stock units, which convert into common stock on a one-for-one basis, 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 on 6/1/2027.

Key Figures

RSUs vested to common: 1,956 shares Common shares held after vesting: 55,791 shares New RSU grant: 905 units +3 more

6 metrics

RSUs vested to common 1,956 shares Restricted stock units vested and converted on June 2, 2026

Common shares held after vesting 55,791 shares Direct holdings after June 2, 2026 transaction

New RSU grant 905 units Restricted stock units granted on June 1, 2026

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

RSU vesting date (new grant) June 1, 2027 Scheduled vesting of 905 RSUs, subject to award terms

Exercise/Conversion price $0.00 per unit Stated for RSU conversions and grant

Key Terms

Restricted Stock Units, Rule 16b-3, Equity Incentive Plan

3 terms

Restricted Stock Units financial

"These restricted stock units, which vested on 6/2/2026, converted 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.

Rule 16b-3 regulatory

"were 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.

Equity Incentive Plan financial

"were granted 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.

FAQ

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

What insider transactions did Graham Corp (GHM) report for James J. Barber?

James J. Barber reported the vesting of 1,956 restricted stock units into common stock and a new grant of 905 restricted stock units, both as equity compensation, with no open-market purchases or sales disclosed.

How many Graham Corp (GHM) shares does James J. Barber hold after these transactions?

After the June 2, 2026 vesting, James J. Barber directly holds 55,791 shares of Graham Corp common stock, reflecting his updated ownership position following the conversion of previously granted restricted stock units.

What are the key details of James J. Barber’s new RSU grant at Graham Corp (GHM)?

On June 1, 2026, James J. Barber received 905 restricted stock units under the 2020 Graham Corporation Equity Incentive Plan, converting into common stock one-for-one and scheduled to vest on June 1, 2027, unless otherwise provided in the award notice.

Did James J. Barber buy or sell Graham Corp (GHM) stock on the market?

No open-market buy or sell transactions were reported. The Form 4 shows only equity compensation events: vesting of 1,956 restricted stock units into common stock and a grant of 905 new restricted stock units, all at a stated price of $0.00 per unit.

What does Rule 16b-3 exemption mean for James J. Barber’s RSU grant at Graham Corp (GHM)?

The company notes the 905 restricted stock units granted to James J. Barber were issued under the 2020 Equity Incentive Plan in a transaction exempt under Rule 16b-3, indicating it is a board-approved compensation award rather than an open-market securities trade.

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

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Accepted by SEC EDGAR 06/03/2026 - 04:33 PM Learn about SEC filing dates

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^*

Barber James 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)

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/02/2026		M		1,956	A	$0(1)	55,791	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0(1)	06/02/2026		M			1,956	(1)	(1)	Common Stock	1,956	$0	0	D
Restricted Stock Units	$0(2)	06/01/2026		A		905		(2)	(2)	Common Stock	905	$0	905	D

Explanation of Responses:

1. These restricted stock units, which vested on 6/2/2026, converted into common stock on a one-for-one basis.

2. These restricted stock units, which convert into common stock on a one-for-one basis, 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 on 6/1/2027.

	/s/ Christina McLeod, Attorney-in-Fact for James J. Barber	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)