GRAHAM CORP — Director's Dealing 2019

May 31, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GRAHAM CORP (GHM)
CIK: 0000716314
Period of Report: 2019-05-29

Reporting Person: Rice John N (Vice President of Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-29	Common Stock	A	1988	—	Acquired	6497	Direct
2019-05-29	Common Stock	A	3976	—	Acquired	10473	Direct
2019-05-30	Common Stock	F	100	$20.42	Disposed	10373	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 withheld to cover tax withholding obligations upon the vesting of a restricted stock award.