Statement of Changes in Beneficial Ownership (4)
June 02 2021 - 3:58PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Smith Alan E |
2. Issuer Name and Ticker or Trading Symbol
GRAHAM CORP
[
GHM
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP & General Manager - Batavia |
(Last)
(First)
(Middle)
C/O GRAHAM CORPORATION, 20 FLORENCE AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/31/2021 |
(Street)
BATAVIA, NY 14020
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/31/2021 | | D | | 2387 (1) | D | $0 | 43007 | D | |
Common Stock | 3/31/2021 | | D | | 3156 (2) | D | $0 | 39851 | D | |
Common Stock | 5/29/2021 | | F | | 526 (3) | D | $14.69 | 39325 | D | |
Common Stock | 5/30/2021 | | F | | 398 (3) | D | $14.69 | 38927 | D | |
Common Stock | 6/1/2021 | | A(4) | | 4332 (4) | A | $0 | 43259 | D | |
Common Stock | 6/1/2021 | | A(5) | | 8664 (5) | A | $0 | 51923 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Stock Option (Right to Buy) | $18.65 | | | | | | | 5/30/2015 | 5/30/2022 | Common Stock | 6059 | | 6059 | D | |
Explanation of Responses: |
(1) | Shares forfeited under the terms of Mr. Smith's May 30, 2018 performance-vested restricted stock award. |
(2) | Shares forfeited under the terms of Mr. Smith's May 29, 2019 performance-vested restricted stock award. |
(3) | Shares withheld to cover tax withholding obligations upon the vesting of a restricted stock award. |
(4) | This time-vested restricted stock award was granted under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3. |
(5) | This performance-vested restricted stock award was granted under the 2020 Graham Corporation Equity Incentive Plan in a transaction exempt under Rule 16b-3 and is subject to forfeiture if certain vesting conditions are not met. The number of shares reported assumes maximum achievement of the performance criteria. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Smith Alan E C/O GRAHAM CORPORATION 20 FLORENCE AVENUE BATAVIA, NY 14020 |
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| VP & General Manager - Batavia |
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Signatures
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/s/ Jennifer R. Condame, Attorney-in-Fact for Alan E. Smith | | 6/2/2021 |
**Signature of Reporting Person | Date |
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