Flanagan Timothy K 4

What Happened

• Timothy K. Flanagan, CEO, President and a director of GrafTech International Ltd. (EAF), had RSUs vest and convert into common stock on February 25, 2026. Roughly 20,622 shares were issued on conversion. To satisfy tax withholding, 6,106 shares were surrendered at $6.81 per share (total withheld ≈ $41,582), leaving a net issuance to him of approximately 14,516 shares. The conversions are reported as derivative exercises (code M) and the share withholding is reported under code F.

Key Details

• Transaction date: February 25, 2026; Form 4 filed February 27, 2026 (timely).
• Vested/converted (approx.): 20,622 shares (post 1-for-10 reverse split adjustment).
• Shares withheld for taxes: 6,106 shares at $6.81 each, withholding ≈ $41,582.
• Net shares delivered to insider: ≈14,516 shares.
• Footnotes: RSUs convert on a 1-for-1 basis (F1); amounts are post 1-for-10 reverse split (F2). Grants originated in 2022, 2023 and 2025 with standard vesting schedules (F3–F5). The filing shows conversion of RSUs and share withholding to cover tax liabilities (cashless settlement).
• Shares owned after the transaction: not specified in the excerpt provided.

Context

• This was not an open-market buy or sale: it’s a routine compensation event (RSU vesting) where shares were issued and a portion withheld to pay taxes. The conversion was reported as a derivative exercise; the withholding is a cashless tax payment, not a sale for proceeds to the insider.
• For retail investors, such vesting events are typically routine compensation and do not alone indicate a buy or sell signal by the insider.