GRAHAM CORP — Director's Dealing 2017

Jun 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAHAM CORP (GHM)
CIK: 0000716314
Period of Report: 2017-05-31

Reporting Person: LINES JAMES R (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-31	Common Stock	A	7274	—	Acquired	88731	Direct
2017-05-31	Common Stock	A	14548	—	Acquired	103279	Direct
2017-05-31	Common Stock	D	5206	—	Disposed	98073	Direct
2017-05-31	Common Stock	D	6550	—	Disposed	91523	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$30.875	2018-05-29	Common Stock (2532)	2532	Direct
Stock Option (Right to Buy)	$15.22	2019-05-28	Common Stock (1974)	1974	Direct
Stock Option (Right to Buy)	$15.25	2020-05-20	Common Stock (3092)	3092	Direct
Stock Option (Right to Buy)	$18.65	2022-05-30	Common Stock (10894)	10894	Direct

Footnotes

F1: This time-vested restricted stock award was granted under the Amended and Restated 2000 Graham Corporation Incentive Plan to Increase Shareholder Value in a transaction exempt under Rule 16b-3.

F2: This performance-vested restricted stock award was granted under the Amended and Restated 2000 Graham Corporation Incentive Plan to Increase Shareholder Value 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.

F3: Shares forfeited under the terms of Mr. Lines' 5/29/14 performance-vested restricted stock award.

F4: Shares forfeited under the terms of Mr. Lines' 5/28/15 performance-vested restricted stock award.

F5: This option was previously reported by Mr. Lines.