Clemens Jeremy Joseph 4
4 · GRAFTECH INTERNATIONAL LTD · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
GrafTech (EAF) VP Jeremy Clemens Exercises RSUs; Shares Withheld
What Happened
- Jeremy Clemens, VP of Operations at GrafTech (EAF), converted vested restricted stock units (RSUs) into a total of 4,422 shares on Feb 25, 2026. To satisfy tax withholding, 1,569 of those shares were surrendered at $6.81 per share, totaling $10,684. The net result was 2,853 shares issued to Clemens.
- This transaction is not an open-market purchase or sale of existing shares but the settlement/vesting of equity awards (derivative conversion) with a net-share settlement used to pay taxes.
Key Details
- Transaction date: February 25, 2026; Form filed: February 27, 2026 (timely).
- Vesting/conversion: 4,422 RSU shares converted into common stock (reported as exercise/conversion of derivative, code M).
- Tax/payment withholding: 1,569 shares withheld (codes F) at $6.81 per share, total $10,684.
- Net shares retained by insider after withholding: 2,853 shares.
- Footnotes: RSUs convert 1-for-1 to common stock (F1); amounts are post 1-for-10 reverse split on Aug 29, 2025 (F2). Grants originated in 2022, 2023 and 2025 with staggered vesting schedules and dividend-equivalent accruals; cash dividend has been suspended (F3–F5).
- No indication of a 10b5-1 plan or late filing in the Form 4 (filed within the required reporting window).
Context
- This is a routine RSU vesting and net-share settlement to cover tax obligations, not an open-market sale or purchase. For retail investors, purchases or direct open-market buys by insiders are often more informative of bullish sentiment; vesting and tax-withholding events are common compensation mechanics and do not by themselves indicate a change in insider conviction.
Insider Transaction Report
Form 4
Clemens Jeremy Joseph
VP, Operations
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-25+81→ 3,661 total - Tax Payment
Common Stock
2026-02-25$6.81/sh−30$204→ 3,631 total - Exercise/Conversion
Common Stock
[F1]2026-02-25+571→ 4,202 total - Tax Payment
Common Stock
2026-02-25$6.81/sh−203$1,382→ 3,999 total - Exercise/Conversion
Common Stock
[F1]2026-02-25+3,770→ 7,769 total - Tax Payment
Common Stock
[F2]2026-02-25$6.81/sh−1,336$9,098→ 6,433 total - Exercise/Conversion
Restricted Stock Units
[F1][F2][F3]2026-02-25−81.888→ 81.888 total→ Common Stock (81.888 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F2][F4]2026-02-25−571.302→ 0 total→ Common Stock (571.302 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F2][F5]2026-02-25−3,770→ 7,538 total→ Common Stock (3,770 underlying)
Footnotes (5)
- [F1]Restricted stock units (RSUs) convert into shares of EAF common stock on a one-for-one basis.
- [F2]On August 29, 2025, the Company effected a reverse stock split of the Company's issued common stock at a ratio of 1-for-10. As a result, the amount of RSUs and Common Stock reflected in this filing are on a post-split adjusted basis.
- [F3]On February 25, 2022, the reporting person was granted 405 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in five equal annual installments beginning on February 25, 2023.
- [F4]On February 25, 2023, the reporting person was granted 1,708 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in three equal annual installments beginning on February 25, 2024.
- [F5]On February 25, 2025, the reporting person was granted 11,308 RSUs, which also accrue additional RSUs pursuant to dividend equivalent rights based upon the closing price of EAF stock as of the dividend payment date if a dividend is declared by the Board of Directors. On August 2, 2023, GrafTech International Ltd.'s Board of Directors elected to suspend the quarterly cash dividend of $0.01 per share. The RSUs vest in three equal annual installments beginning on February 25, 2026.
Signature
/s/ Andrew J. Renacci, by power of attorney|2026-02-27