GRAFTECH INTERNATIONAL LTD — Director's Dealing 2021

Jun 1, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAFTECH INTERNATIONAL LTD (EAF)
CIK: 0000931148
Period of Report: 2021-05-27

Reporting Person: Rintoul David J. (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-27	Common Stock	M	102000	—	Acquired	137126	Direct
2021-05-27	Common Stock	F	42830	$13.16	Disposed	94296	Direct
2021-05-27	Common Stock	M	69019	—	Acquired	163315	Direct
2021-05-27	Common Stock	F	28982	$13.16	Disposed	134333	Direct
2021-05-27	Common Stock	M	46669	—	Acquired	181002	Direct
2021-05-27	Common Stock	F	19597	$13.16	Disposed	161405	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-27	Restricted Stock Units	$	M	102000	Disposed		Common Stock (102000.0)	Direct
2021-05-27	Restricted Stock Units	$	M	69019.5307	Disposed		Common Stock (69019.5307)	Direct
2021-05-27	Restricted Stock Units	$	M	46669.3551	Disposed		Common Stock (46669.3551)	Direct

Footnotes

F1: Restricted Stock Units (RSUs) convert into shares of EAF common stock on a one-for-one basis.

F2: On March 4, 2021, the reporting person was granted 102,000 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. The RSUs vest in five equal annual installments unless a Change in Control (as defined under the applicable award agreement) occurs, in which case any then-outstanding unvested RSUs immediately vest in full as of the date of such Change in Control. On May 27, 2021, a Change in Control occurred.

F3: On February 25, 2020, the reporting person was granted 85,000 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. The RSUs vest in five equal annual installments unless a Change in Control (as defined under the applicable award agreement) occurs, in which case any then-outstanding unvested RSUs immediately vest in full as of the date of such Change in Control. On May 27, 2021, a Change in Control occurred.

F4: On March 21, 2019, the reporting person was granted 75,000 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. The RSUs vest in five equal annual installments unless a Change in Control (as defined under the applicable award agreement) occurs, in which case any then-outstanding unvested RSUs immediately vest in full as of the date of such Change in Control. On May 27, 2021, a Change in Control occurred.