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GTI > SEC Filings for GTI > Form 8-K on 21-Nov-2012All Recent SEC Filings




Other Events

Item 8.01. Other Events

Effective November 16, 2012, Ferrell P. McClean, Director ("Director"), entered into a written sales plan intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934 ("10b5-1 Plan").

The 10b5-1 Plan was implemented because of the short duration remaining on the stock options covered by the 10b5-1 Plan and applies only to stock options that would otherwise expire by their terms on or before January 14, 2013. The 10b5-1 Plan does not cover any other stock options or common stock interests that the Director otherwise holds. The 10b5-1 Plan also provides for the contemporaneous sales of shares of GrafTech's common stock issued as a result of such exercises. Under the 10b5-1 Plan the options will be exercised, subject to the attainment of certain minimum price thresholds which are above the current stock price level, at their stated exercise price and the shares issued will be sold under the 10b5-1 Plan on the open market at then prevailing prices.

The Director's remaining currently outstanding stock options not covered by the 10b5-1 Plan expire January 15, 2014. The Director's other holdings include GrafTech stock that she purchased, as well as vested and unvested restricted stock issued pursuant to incentive plans approved by GrafTech's stockholders.

As of the date hereof, the Director's holdings are as follows:

                                                                       Other Common
                          Stock Options       Stock Options Not       Stock Holdings
                           Covered by            Covered by             Not Covered
                          Trading Plan          Trading Plan          by Trading Plan
    Ferrell P. McClean            12,800                   3,500                80,898

GrafTech does not undertake to report Rule 10b5-1 plans that may be adopted by any employees, officers or directors of GrafTech in the future or to report any modifications or termination of any publicly announced 10b5-1 plans except to the extent required by law.

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