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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 9, 2024

graftechinternationala25.jpg

GRAFTECH INTERNATIONAL LTD.
(Exact name of registrant as specified in its charter)
Delaware1-1388827-2496053
(State or other
jurisdiction of incorporation)
(Commission File Number)(IRS Employer Identification No)

982 Keynote Circle
Brooklyn Heights, OH 44131
(Address of principal executive offices) (Zip Code)
(216) 676-2000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
   
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange on which registered
Common stock, $0.01 par value per shareEAFNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 5.07Submission of Matters to a Vote of Security Holders.
GrafTech International Ltd. (the “Company”) held its Annual Meeting of Stockholders on May 9, 2024 (the “Annual Meeting”). On March 13, 2024, the record date for the Annual Meeting, 257,161,175 shares of common stock were outstanding and entitled to vote. Final results for the proposals submitted for a vote of stockholders at the Annual Meeting are set forth below. The proposals below are described in more detail in the Company’s definitive proxy statement on Schedule 14A for the Annual Meeting, filed with the Securities and Exchange Commission on April 2, 2024.

Proposal 1 - Elect two directors for a three-year term or until their successors are elected and qualified. Debra Fine and Anthony R. Taccone were elected. The voting results were as follows:
NomineeForWithholdBroker Non-Votes
Company’s Board-Recommended Nominees
Debra Fine132,592,05187,020,8460
Anthony R. Taccone146,863,52572,749,3720
Nilesh Undavia et. al. Nominee
Nilesh Undavia86,961,708134,106,3560

Proposal 2 - Ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for 2024. Proposal 2 was approved. The voting results were as follows:

ForAgainstAbstentions
221,040,2591,834,339549,374

Proposal 3 - Approve, on an advisory basis, our named executive officer compensation. Proposal 3 was approved. The voting results were as follows:

ForAgainstAbstentionsBroker Non-Votes
193,704,06325,871,5831,533,6072,314,719







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GRAFTECH INTERNATIONAL LTD.
 
 
Date:May 13, 2024By:/s/ Catherine Hedoux-Delgado
Catherine Hedoux-Delgado
Interim Chief Financial Officer and Treasurer


v3.24.1.1.u2
Cover
May 09, 2024
Cover [Abstract]  
Entity Incorporation, State or Country Code DE
Document Type 8-K
Document Period End Date May 09, 2024
Entity Registrant Name GRAFTECH INTERNATIONAL LTD.
Entity File Number 1-13888
Entity Tax Identification Number 27-2496053
Entity Address, Address Line One 982 Keynote Circle
Entity Address, City or Town Brooklyn Heights
Entity Address, State or Province OH
Entity Address, Postal Zip Code 44131
City Area Code 216
Local Phone Number 676-2000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of each class Common stock, $0.01 par value per share
Trading Symbol(s) EAF
Name of each exchange on which registered NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000931148
Amendment Flag false

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