Thoren Daniel J. 4

4 · GRAHAM CORP · Filed Jun 3, 2026

AI-generated summary of this filing

Updated Jun 4, 2026

Graham Corp (GHM) Exec Chairman Daniel Thoren Exercises RSUs; 152 Shares Withheld

What Happened

Daniel J. Thoren, Executive Chairman and Director of Graham Corp (GHM), had restricted stock units (RSUs) vest/convert in early June 2026. The filing shows a 629-share RSU grant on 2026-06-01 and conversions on 2026-06-02 that resulted in 529 shares being issued. To satisfy tax withholding obligations, 152 of the newly issued shares were withheld at $106.11 per share (total value $16,129). The RSU conversion/exercise had no cash exercise price ($0).

Key Details

Transaction dates: Grant dated 2026-06-01; conversions/settlement and withholding on 2026-06-02. Filing date: 2026-06-03 (Period of Report: 2026-06-01).
Prices/values: Withheld 152 shares @ $106.11 = $16,129. Exercise/conversion price reported as $0 for RSU settlement.
Shares owned following transaction: Not specified in the provided transaction summary.
Footnotes included in the filing clarify: RSUs convert one-for-one into common stock; shares were withheld to cover tax withholding; vesting schedules (one‑third vested 6/2/2026 for one grant, with remaining installments in later years) and that grants were under the 2020 Graham Corporation Equity Incentive Plan.
Filing timeliness: Filed on 2026-06-03 for early-June transactions; no late-filing flag indicated.

Context

These entries reflect routine RSU vesting/settlement rather than an open-market purchase or intentional sale. Withholding of shares to cover taxes (a net settlement) is common practice and does not necessarily indicate a change in the insider’s view of the company. The RSUs have scheduled future vesting installments per the award notices cited in the filing.

Form 4

Period: 2026-06-01

DirectorExecutive Chairman

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-06-02+529→ 357,141 total
Tax Payment
Common Stock
[F2]
2026-06-02$106.11/sh−152$16,129→ 356,989 total
Exercise/Conversion
Restricted Stock Units
[F1][F3]
2026-06-02−529→ 1,059 total
Exercise: $0.00→ Common Stock (529 underlying)
Award
Restricted Stock Units
[F1][F4]
2026-06-01+629→ 629 total
Exercise: $0.00→ Common Stock (629 underlying)

Holdings

Restricted Stock Units
[F1][F5]
Exercise: $0.00→ Common Stock (11,086 underlying)
11,086

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]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.
[F4]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.
[F5]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.

Signature

/s/ Christina McLeod, Attorney-in-Fact for Daniel J. Thoren|2026-06-03

1 file