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Filing Details

Accession Number:: 0000891839-13-000087
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-08-22 16:17:00
Reporting Period:: 2013-08-20

Filing Date:: 2013-08-22
Accepted Time:: 2013-08-22 16:17:00
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
716314	Graham Corp	GHM	General Industrial Machinery & Equipment (3560)	161194720

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1061394	H Helen Berkeley	C/O Graham Corporation 20 Florence Avenue Batavia NY 14020		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2013-08-20	2,897	$6.90	187,391	No	4	A	Direct
Common Stock	Disposition	2013-08-20	2,897	$33.79	184,494	No	4	S	Direct
Common Stock	Acquisiton	2013-08-21	2,103	$6.90	186,597	No	4	A	Direct
Common Stock	Disposition	2013-08-21	2,103	$33.35	184,494	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	S	Direct
No	4	A	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (Right to Buy)	Disposition	2013-08-20	2,897	$0.00	2,897	$6.90
Common Stock	Stock Option (Right to Buy)	Disposition	2013-08-21	2,103	$0.00	2,103	$6.90

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,103	2011-05-31	2017-05-31	No	4	M	Direct
0	2011-05-31	2017-05-31	No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option (Right to Buy)	$30.88	2012-05-29	2018-05-29	924	924	Direct
Common Stock	Share Equivalent Unit	$0.00			74	74	Direct
Common Stock	Share Equivalent Unit	$0.00			55	55	Direct
Common Stock	Share Equivalent Unit	$0.00			60	60	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2018-05-29	924	924	Direct
	74	74	Direct
	55	55	Direct
	60	60	Direct

Footnotes

The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.56 to $34.00. Ms. Berkeley undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above.
The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.25 to $33.52. Ms. Berkeley undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth above.
This option was previously reported by Ms. Berkeley.
This share equivalent unit was granted under the Graham Corporation Outside Directors' Long Term Incentive Plan, as amended. Under the LTIP, SEUs are credited to each non-employee director's account for each of the first five fiscal years during such director's term in which Graham produces consolidated net income in an amount at least equal to the consolidated net income specified in the budget for each such fiscal year. Such determinations are made annually. Each SEU is valued at the market value of one share of common stock on the valuation date, which is the last day of trading of the first quarter following the end of a fiscal year for which SEUs are to be credited. The number of SEUs to be credited annually is determined by dividing the value of one SEU into $10,000.
Outstanding SEUs accrue dividends quarterly in accordance with Graham's regular dividend policy and such dividends are reflected in each director's account after the end of each fiscal year. The number of SEUs reported represent dividends accrued under the LTIP. Upon termination of a non-employee director's service, but not before, the non-employee director may redeem each SEU for one share of common stock or, alternatively and subject to Graham's discretion, for the cash equivalent at the closing price of the stock on the NYSE MKT on the date of termination of service, subject to certain limitations.