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Form 8-K

sec.gov

8-K — GRAHAM CORP

Accession: 0001193125-26-336614

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0000716314

SIC: 3560 (GENERAL INDUSTRIAL MACHINERY & EQUIPMENT)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d28324d8k.htm (Primary)

EX-99.1 (d28324dex991.htm)

EX-99.2 (d28324dex992.htm)

GRAPHIC (g28324dsp00.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: d28324d8k.htm · Sequence: 1

8-K

GRAHAM CORP false 0000716314 0000716314 2026-08-06 2026-08-06

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): August 6, 2026

Graham Corporation

(Exact name of Registrant as specified in its charter)

Delaware

001-08462

16-1194720

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

20 Florence Avenue, Batavia, New York

14020

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (585) 343-2216

N/A

(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 class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.10 per share

GHM

NYSE

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 2.02.

Results of Operations and Financial Condition.

On August 6, 2026, Graham Corporation (the “Company”) issued a press release describing its results of operations and financial condition for its first quarter ended June 30, 2026. The Company’s earnings press release is furnished to this Current Report on Form 8-K as Exhibit 99.1.

Item 7.01.

Regulation FD Disclosure.

On August 6, 2026, the Company will post on its website at www.grahamcorp.com supplemental data tables, furnished hereto as Exhibit 99.2, regarding historical sales, orders and backlog information.

The information furnished pursuant to these Items 2.02 and 7.01, including Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under such section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit No.

Description

99.1

Press Release dated August 6, 2026 describing the results of operations and financial condition for Graham Corporation’s first quarter ended June 30, 2026.

99.2

Supplemental Data Tables.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Graham Corporation

Date: August 6, 2026

By:

/s/ Christopher J. Thome

Christopher J. Thome

Vice President – Finance, Chief Financial Officer and Chief Accounting Officer

EX-99.1

EX-99.1

Filename: d28324dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

IMMEDIATE RELEASE

Graham Corporation Reports First Quarter Fiscal 2027 Results

First Quarter Fiscal 2027 Highlights:

Record net sales of $71.3 million, increased 29% compared to the prior year reflecting strength of

diversified revenue base

Gross profit increased 21% to $17.8 million; Gross profit margin was 25.0%

Net income per diluted share was $0.33; Adjusted net income per diluted share(1) was $0.49

Adjusted EBITDA (1) increased 28% to $8.8 million;

Adjusted EBITDA margin(1) was 12.3%

Orders

(2) were $95.9 million; Book-to-Bill

(2) ratio of 1.3x and record backlog (2) of $557.2 million

Strengthened balance sheet with $27.0 million in cash and no outstanding debt following $50.0 million

stock issuance and repayment of $13.0 million of debt during the quarter

Reaffirming full year fiscal 2027 guidance

BATAVIA, NY, August 6, 2026 – Graham Corporation (NYSE: GHM) (“GHM” or the “Company”), a global leader

in the design and manufacture of mission critical fluid, power, heat transfer, vacuum, and advanced mixing technologies for the Defense, Space, and Energy & Process industries, today reported financial results for its first quarter for the

fiscal year ending March 31, 2027 (“fiscal 2027”).

Graham’s President and Chief Executive Officer, Matthew J. Malone stated,

“Our first quarter results reflect continued disciplined execution and give us confidence as we look ahead to the remainder of fiscal 2027. Our revenue growth was across all of our business units, and bookings remained strong, which we

believe, along with our record backlog, positions us well to achieve our long-term growth and profitability goals.

Mr. Malone continued, “At

our Investor Day in June 2026, we introduced our three-year financial framework as we enter our next phase of growth which reflects the favorable tailwinds we see across our end markets. As we execute against our strategy, we remain focused on

converting these opportunities into profitable growth, expanding margins and delivering long-term value for our shareholders.”

First Quarter

Fiscal 2027 Performance Review

(All comparisons are with the same prior-year period unless noted otherwise.)

($ in thousands except per share data)

Q1 FY27

Q1 FY26

$ Change

% Change

Net sales

$

71,342

$

55,487

$

15,855

29

%

Gross profit

$

17,801

$

14,721

$

3,080

21

%

Gross margin

25.0

%

26.5

%

-150

bps

Operating income

$

4,152

$

4,964

$

(812

)

-16

%

Operating margin

5.8

%

8.9

%

-310

bps

Net income

$

3,912

$

4,595

$

(683

)

-15

%

Net income margin

5.5

%

8.3

%

-280

bps

Net income per diluted share

$

0.33

$

0.42

$

(0.09

)

-21

%

Adjusted net income*

$

5,738

$

4,938

$

800

16

%

Adjusted net income per diluted share*

$

0.49

$

0.45

$

0.04

9

%

Adjusted EBITDA*

$

8,750

$

6,838

$

1,912

28

%

Adjusted EBITDA margin*

12.3

%

12.3

%

-0

bps

*

Graham believes that, when used in conjunction with measures prepared in accordance with U.S. generally

accepted accounting principles (“GAAP”), adjusted net income, adjusted net income per diluted share, adjusted EBITDA and adjusted EBITDA margin, which are non-GAAP measures, help in the

understanding of its operating performance. See attached tables and other information provided at the end of this press release for important disclosures regarding Graham’s use of these non-GAAP

measures.

1

Adjusted net income per diluted share, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures. See attached tables and other information for important disclosures regarding Graham’s use of these non-GAAP measures.

2

Orders, backlog and

book-to-bill ratio are key performance metrics. See “Key Performance Indicators” below for important disclosures regarding Graham’s use of these

metrics.

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

Page

2

of 11

Net sales for the first quarter of fiscal 2027 were $71.3 million, up $15.9 million, or 29%,

compared with the first quarter of fiscal 2026, reflecting the strength of our diversified revenue base, as well as the acquisition of FlackTek, which added $6.6 million to revenue during the quarter. The increase for the quarter was across

multiple markets, including an $11.8 million, or 40%, increase in sales to the Defense market, primarily due to the timing of project milestones, as well as new programs and growth in existing programs. Sales to the Space market increased

$2.9 million, or 86%, over the prior year first quarter, due to new programs and the ramp up of existing programs, as well as the FlackTek acquisition. Sales to the Energy & Process markets increased $1,098, or 5%, as increases in

Aftermarket sales and contributions from FlackTek were partially offset by push outs on large capital project activity. Aftermarket sales to the Energy & Process and Defense markets of $9.7 million remained strong, increasing 20% over

the first quarter of the prior year.

Gross profit for the first quarter of fiscal 2027 was $17.8 million or 25.0% of sales, compared with

$14.7 million, or 26.5% of sales, in the prior-year period. The 150-basis point decline in gross profit margin reflects the mix of sales in the first quarter of fiscal 2027, and in particular, a higher

level of Defense sales and material receipts, which carry a lower profit margin.

Selling, general and administrative expense (“SG&A”),

including intangible amortization, for the first quarter of fiscal 2027 increased $3.2 million or 33%, over the prior year first quarter. Acquisition and integration expenses contributed $0.6 million of the increase compared to the prior

year first quarter. Additionally, incremental SG&A from the acquisition of FlackTek accounted for $1.8 million of the increase. The remaining increase primarily reflects investments the Company is making in its people, processes, and

technology, which we expect to be approximately $2.5 million of incremental costs for fiscal 2027, partially offset by a reduction in costs related to the Barber-Nichols Performance Bonus, which is no longer in effect in fiscal 2027. During the

first quarter of fiscal 2026, the Company recorded $1.1 million related to the Barber-Nichols Performance Bonus, inclusive of applicable payroll taxes and no corresponding expense was recorded in the first quarter of fiscal 2027.

Cash Management and Balance Sheet

Cash and cash

equivalents as of June 30, 2026, were $27.0 million, compared with $6.6 million in the previous quarter. During the quarter, the Company strengthened its balance sheet through a $50.0 million investment from accounts advised by

T. Rowe Price, of which $13.0 million of the proceeds were used for debt repayment, with the remaining proceeds expected to fund future organic and inorganic growth opportunities.

Net cash used by operating activities was $12.7 million during the first quarter of fiscal 2027, primarily due to the timing of billing and collection of

accounts receivable and unbilled revenue and customer deposits, as well as the payment of fiscal 2026 bonuses, including the Barber-Nichols Performance Bonus, during the quarter.

Capital expenditures, net for the first quarter of fiscal 2027 were $2.6 million, focused on capacity expansion, increasing capabilities, and

productivity improvements.

The Company had no debt outstanding as of June 30, 2026, with $74.5 million available on its revolving credit

facility after taking into account outstanding letters of credit.

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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3

of 11

Orders, Backlog, and

Book-to-Bill Ratio

See supplemental data filed with the Securities

and Exchange Commission on Form 8-K and provided on the Company’s website for a further breakdown of orders and backlog by market. See “Key Performance Indicators” below for important

disclosures regarding Graham’s use of these metrics ($ in millions).

Q1 26

Q2 26

Q3 26

Q4 26

FY26

Q1 27

Orders

$

125.9

$

83.2

$

71.7

$

78.7

$

359.4

$

95.9

Backlog

$

482.9

$

500.1

$

515.6

$

532.6

$

532.6

$

557.2

Orders for the first quarter of fiscal 2027 were $95.9 million, compared with $125.9 million in the prior year first

quarter, which included $86.5 million of follow-on orders to support the U.S. Navy’s Virginia Class Submarine program. Order activity in the quarter continued to reflect strong demand in the

Defense market, including approximately $61.8 million of new and follow-on orders to support the U.S. Navy’s Columbia and Virginia Class Submarine programs, as well as to provide

mission-critical hardware for the MK48 Mod 7 Heavyweight Torpedo. Space market orders totaled $14.4 million, or 2.3x net Space sales for the quarter. Total Aftermarket orders for the Energy & Process and Defense markets increased 5% to

$10.9 million and FlackTek contributed $13.2 million to orders during the quarter or 2.0x net FlackTek sales.

Note that our orders tend to be

lumpy given the nature of our business (i.e. large capital projects) and in particular, orders to the Defense industry, which span multiple years and can be significantly larger in size.

Backlog at quarter end was a record $557.2 million, a 15% increase over the prior-year period, driven by strong bookings in the Defense and Space

markets, and contributions from the FlackTek acquisition. For the quarter, the Company achieved a book-to-bill ratio of 1.3x, continuing momentum from a book-to-bill ratio of 1.5x in FY 2026. Approximately 35% to 40% of orders currently in backlog are expected to be converted to sales in the next twelve months, another 20% to

25% are expected to convert to sales within one to two years, and the remaining beyond two years. Approximately 84% of our backlog as of June 30, 2026, was to the Defense industry, which provides stability and visibility for future revenue.

Fiscal 2027 Outlook

(as of August 6, 2026)

Fiscal 2027 Guidance

Net Sales

$285 million to $295 million

Gross Margin

24.5% to 25.5% of sales

SG&A expense (including amortization)(1)

(2)

16.5% to 17.5% of sales

Adjusted EBITDA(2) (3) (4)

$35 million to $40 million

Effective Tax Rate

18% to 20%

Capital Expenditures

$18.0 million to $22.0 million

(1)

Includes approximately $4.0 million to $5.0 million of equity-based compensation, net

acquisition & integration costs, and enterprise resource planning (“ERP”) conversion costs included in SG&A expense.

(2)

Includes approximately $2.5 million of incremental costs to invest in people, processes, and technology

to enable future growth and accelerate the commercialization of Graham products and technologies.

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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(3)

Excludes net interest (income) expense, income taxes, depreciation, and amortization from net income, as

well as approximately $5.5 million to $6.5 million of equity-based compensation, net acquisition & integration costs, and ERP conversion costs.

(4)

See “Forward-Looking Non-GAAP Measures” below for

additional information.

Graham’s Chief Financial Officer, Christopher J. Thome, said, “Our first quarter results

reflect the discipline we have applied across the business, and we enter fiscal 2027 with a stronger, more flexible balance sheet and no outstanding debt. This financial flexibility supports our ability to continue investing in both organic and

inorganic growth while maintaining the operating discipline that has defined our performance.”

Mr. Thome continued, “With our first

quarter results in line with our expectations, we are reaffirming our full year fiscal 2027 guidance. We remain focused on converting our record backlog into profitable growth as we execute throughout the remainder of the year.”

Webcast and Conference Call

GHM’s management will

host a conference call and live webcast on August 6, 2026, at 11:00 a.m. Eastern Time (“ET”) to review its financial results as well as its strategy and outlook. The review will be accompanied by a slide presentation, which will be

made available immediately prior to the conference call on GHM’s investor relations website.

A question-and-answer session will follow the formal presentation. GHM’s conference call can be accessed by calling (877) 407-0784, or (201) 689-8560 (International). Alternatively, the webcast can be monitored from the events section of GHM’s investor relations website.

A telephonic replay will be available from 3:00 p.m. ET today through Thursday, August 13, 2026. To listen to the archived call, dial (844) 512-2921 and enter conference ID number 13761669, or access the webcast replay via the Company’s website at ir.grahamcorp.com, where a transcript will also be posted once available.

About Graham Corporation

Graham is a global leader in

the design and manufacture of mission critical fluid, power, heat transfer, vacuum, and advanced mixing technologies for the Defense, Space, Energy & Process industries. Graham Corporation and its family of global brands are built upon

world-renowned engineering expertise, proprietary technologies, as well as its responsive and flexible service and the unsurpassed quality customers have come to expect from the Company’s products and systems. Graham Corporation routinely

posts news and other important information on its website, grahamcorp.com, where additional information on Graham Corporation and its businesses can be found.

Safe Harbor Regarding Forward Looking Statements

This

news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as “continue,”

“estimate,” “expects,” “focus,” “future,” “opportunities,” “outlook,” “believes,” “could,” “guidance,” “may”, “will,”

“plan,” “strategy,” and other similar words. All statements addressing operating performance, events, or developments that Graham Corporation expects or anticipates will occur in the future, including but not limited to,

profitability of future projects and the business, its ability to deliver to plan, its ability to continue to strengthen relationships with customers in the Defense industry, its ability to secure future projects and applications, expected expansion

and growth opportunities, anticipated sales, revenues, adjusted EBITDA, adjusted EBITDA margins, capital expenditures and SG&A expenses, the timing of conversion of backlog to sales, orders, market presence, profit margins, tax rates, foreign

sales operations, customer preferences, changes in market conditions in the industries in which it operates, changes in general economic conditions and customer behavior, forecasts regarding the timing and scope of the economic recovery in its

markets, and its acquisition and growth strategy, are forward-looking statements. Because they are forward-

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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looking, they should be evaluated in light of important risk factors and uncertainties. These risk factors

and uncertainties are more fully described in Graham Corporation’s most recent Annual Report filed with the Securities and Exchange Commission (the “SEC”), included under the heading entitled “Risk Factors”, and in

other reports filed with the SEC.

Should one or more of these risks or uncertainties materialize or should any of Graham Corporation’s underlying

assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on Graham Corporation’s forward-looking statements. Except as required by law, Graham

Corporation disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this news release.

Non-GAAP Financial Measures

Adjusted EBITDA is defined as consolidated net income (loss) before net interest expense, income taxes, depreciation, amortization, other acquisition related

expenses, equity-based compensation, ERP implementation costs, and other unusual/nonrecurring expenses. Adjusted EBITDA margin is defined as Adjusted EBITDA as a percentage of sales. Adjusted EBITDA and Adjusted EBITDA margin are not measures

determined in accordance with generally accepted accounting principles in the United States, commonly known as GAAP. Nevertheless, Graham believes that providing non-GAAP information, such as Adjusted EBITDA

and Adjusted EBITDA margin, is important for investors and other readers of Graham’s financial statements, as it is used as an analytical indicator by Graham’s management to better understand operating performance. Moreover,

Graham’s credit facility also contains ratios based on Adjusted EBITDA. Because Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures and are thus susceptible to varying calculations, Adjusted

EBITDA, and Adjusted EBITDA margin, as presented, may not be directly comparable to other similarly titled measures used by other companies.

Adjusted net

income and adjusted net income per diluted share are defined as net income and net income per diluted share as reported, adjusted for certain items and at a normalized tax rate. Adjusted net income and adjusted net income per diluted share are not

measures determined in accordance with GAAP, and may not be comparable to the measures as used by other companies. Nevertheless, Graham believes that providing non-GAAP information, such as adjusted net income

and adjusted net income per diluted share, is important for investors and other readers of the Company’s financial statements and assists in understanding the comparison of the current quarter’s and current fiscal year’s net income

and net income per diluted share to the historical periods’ net income and net income per diluted share. Graham also believes that adjusted net income per share, which adds back intangible amortization expense related to acquisitions, provides

a better representation of the cash earnings of the Company.

Key Performance Indicators

In addition to the foregoing non-GAAP measures, management uses the following key performance metrics to analyze and

measure the Company’s financial performance and results of operations: orders, backlog, and book-to-bill ratio. Management uses orders and backlog as measures of

current and future business and financial performance, and these may not be comparable with measures provided by other companies. Orders represent definitive agreements with customers to provide products and/or services. Backlog is defined as the

total dollar value of net orders received for which revenue has not yet been recognized. Total backlog can include both funded and unfunded orders under government contracts. Management believes tracking orders and backlog are useful as they often

times are leading indicators of future performance. In accordance with industry practice, contracts may include provisions for cancellation, termination, or suspension at the discretion of the customer.

The book-to-bill ratio is an operational measure that management uses to track

the growth prospects of the Company. The Company calculates the book-to-bill ratio for a given period as net orders divided by net sales.

Given that each of orders, backlog, and book-to-bill ratio are operational

measures and that the Company’s methodology for calculating orders, backlog and book-to-bill ratio does not meet the definition of a

non-GAAP measure, as that term is defined by the U.S. Securities and Exchange Commission, a quantitative reconciliation for each is not required or provided.

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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For more information, contact:

Christopher J. Thome

Tom Cook

Vice President - Finance and CFO

Investor Relations

Phone: (585) 343-2216

(203) 682-8250

Tom.Cook@icrinc.com

Source: Graham Corporation

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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Consolidated Statements of Operations - Unaudited

($ in thousands, except per share data)

Three Months Ended June 30,

2026

2025

% Change

Net sales

$

71,342

$

55,487

29

%

Cost of products sold

53,541

40,766

31

%

Gross profit

17,801

14,721

21

%

Gross margin

25.0

%

26.5

%

Operating expenses and income:

Selling, general and administrative

12,554

9,397

34

%

Selling, general and administrative – amortization

507

436

16

%

Other operating expense (income), net

588

(76

)

NA

Operating income

4,152

4,964

(16

%)

Operating margin

5.8

%

8.9

%

Other expense, net

89

128

(30

%)

Interest income, net

(120

)

(177

)

(32

%)

Income before provision for income taxes

4,183

5,013

(17

%)

Provision for income taxes

271

418

(35

%)

Net income

$

3,912

$

4,595

(15

%)

Per share data:

Basic:

Net income

$

0.34

$

0.42

(19

%)

Diluted:

Net income

$

0.33

$

0.42

(21

%)

Weighted average common shares outstanding:

Basic

11,597

10,927

Diluted

11,710

11,033

NA: Not Applicable

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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Consolidated Balance Sheets

(Amounts in thousands, except per share data)

June 30,

2026

March 31,

2026

Assets

Current assets:

Cash and cash equivalents

$

26,953

$

6,580

Trade accounts receivable, net of allowances ($287 and $195 at June 30, 2026 and

March 31 2026, respectively)

49,750

33,809

Unbilled revenue

65,884

59,868

Inventories

49,436

50,758

Prepaid expenses and other current assets

5,414

4,255

Income taxes receivable

941

1,184

Total current assets

198,378

156,454

Property, plant and equipment, net

60,747

60,330

Prepaid pension asset

6,669

6,633

Operating lease assets

6,339

6,740

Goodwill

37,326

38,078

Customer relationships, net

15,016

15,372

Technology and technical know-how, net

22,658

23,232

Tradenames, net

13,433

13,458

Deferred income tax asset

134

131

Other assets

3,260

3,188

Total assets

$

363,960

$

323,616

Liabilities and stockholders’ equity

Current liabilities:

Current portion of finance lease obligations

$

24

$

23

Accounts payable

24,697

25,740

Accrued compensation

13,142

21,547

Accrued expenses and other current liabilities

8,326

4,728

Customer deposits

113,135

102,421

Operating lease liabilities

1,799

1,806

Income taxes payable

5

Total current liabilities

161,123

156,270

Long-term debt

13,000

Finance lease obligations

15

21

Operating lease liabilities

4,954

5,343

Deferred income tax liability

1,098

897

Accrued pension and postretirement benefit liabilities

1,144

1,145

Other long-term liabilities

3,430

6,625

Total liabilities

171,764

183,301

Stockholders’ equity:

Preferred stock, $1.00 par value, 500 shares authorized

Common stock, $0.10 par value, 25,500 shares authorized, 11,901 and 11,247 shares issued and

11,727 and 11,073 shares outstanding at June 30, 2026 and March 31, 2026, respectively

1,190

1,124

Capital in excess of par value

89,409

41,699

Retained earnings

110,641

106,729

Accumulated other comprehensive loss

(5,656

)

(5,849

)

Treasury stock (174 shares at June 30, 2026 and March 31, 2026,

respectively)

(3,388

)

(3,388

)

Total stockholders’ equity

192,196

140,315

Total liabilities and stockholders’ equity

$

363,960

$

323,616

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

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Consolidated Statements of Cash Flows

(Amounts in thousands)

Three Months Ended

June 30,

2026

2025

Operating activities:

Net income

$

3,912

$

4,595

Adjustments to reconcile net income to net cash used by operating activities:

Depreciation

1,670

1,024

Amortization

1,050

499

Amortization of actuarial losses

173

210

Equity-based compensation expense

645

532

Loss on disposal or sale of property, plant and equipment

11

Change in fair value of contingent consideration

577

(76

)

Deferred income taxes

157

262

(Increase) decrease in operating assets, net of acquisitions:

Accounts receivable

(16,021

)

839

Unbilled revenue

(6,021

)

(865

)

Inventories

1,230

2,642

Income taxes receivable

237

123

Prepaid expenses and other current and non-current

assets

(1,936

)

(167

)

Operating lease assets

366

331

Prepaid pension asset

(36

)

(35

)

Increase (decrease) in operating liabilities, net of acquisitions:

Accounts payable

(592

)

(3,322

)

Accrued compensation, accrued expenses and other current and

non-current liabilities

(8,557

)

(7,266

)

Customer deposits

10,846

(1,265

)

Operating lease liabilities

(360

)

(319

)

Long-term portion of accrued compensation, accrued pension and postretirement benefit

liabilities

(1

)

(1

)

Net cash used by operating activities

(12,650

)

(2,259

)

Investing activities:

Purchase of property, plant and equipment

(2,609

)

(7,004

)

Acquisitions, net of cash acquired

1,567

Net cash used by investing activities

(1,042

)

(7,004

)

Financing activities:

Borrowings of debt obligations

6,000

Principal repayments on debt

(13,000

)

(6,000

)

Repayments on finance lease obligations

(87

)

(82

)

Issuance of common stock

50,000

Common stock issuance costs

(138

)

Tax withholdings related to net share settlements of restricted stock units

(2,731

)

(1,532

)

Net cash provided (used) by financing activities

34,044

(1,614

)

Effect of exchange rate changes on cash

21

53

Net increase (decrease) in cash and cash equivalents

20,373

(10,824

)

Cash and cash equivalents at beginning of period

6,580

21,577

Cash and cash equivalents at end of period

$

26,953

$

10,753

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

Page

10

of 11

Adjusted EBITDA Reconciliation

(Unaudited, $ in thousands)

Three Months Ended

June 30,

2026

2025

Net income

$

3,912

$

4,595

Acquisition & integration expense (income), net

1,179

(76

)

ERP Implementation costs

143

23

Net interest income

(120

)

(177

)

Income tax expense

271

418

Equity-based compensation expense

645

532

Depreciation & amortization

2,720

1,523

Adjusted EBITDA

$

8,750

$

6,838

Net sales

$

71,342

$

55,487

Net income margin

5.5

%

8.3

%

Adjusted EBITDA margin

12.3

%

12.3

%

Graham Corporation Reports First Quarter Fiscal 2027 Results

August 6, 2026

Page

11

of 11

Adjusted Net Income and Adjusted Net Income per Diluted Share Reconciliation

(Unaudited, $ in thousands, except per share amounts)

Three Months Ended

June 30,

2026

2025

Net income

$

3,912

$

4,595

Acquisition & integration expense (income), net

1,179

(76

)

Amortization of intangible assets

1,050

499

ERP Implementation costs

143

23

Tax impact of adjustments(1)

(546

)

(103

)

Adjusted net income

$

5,738

$

4,938

GAAP net income per diluted share

$

0.33

$

0.42

Adjusted net income per diluted share

$

0.49

$

0.45

Diluted weighted average common shares outstanding

11,710

11,033

(1)

Applies a normalized tax rate to non-GAAP adjustments, which are pre-tax, based upon the statutory tax rate of 23%.

Acquisition and integration expense (income), net

are incremental costs that are directly related to, and as a result of, acquisition and integration related activity and the subsequent accounting for any contingent earn-out liabilities. These costs (income)

may include, among other things, professional, consulting, travel expenses, and other fees, system integration costs, and contingent consideration fair value adjustments. ERP implementation costs primarily relate to consulting costs (training, data

conversion, and project management) incurred in connection with the ERP system being implemented throughout our Batavia, New York facility in order to enhance efficiency and productivity and are not expected to recur once the project is completed.

EX-99.2

EX-99.2

Filename: d28324dex992.htm · Sequence: 3

EX-99.2

Exhibit 99.2

Graham Corporation

Q1 FY 2027

Supplemental

Information - Unaudited

($ in thousands)

SALES BY MARKET

FY 2026

FY 2027

Q1 27 vs Q1 26

Q1 27 vs Q4 26

Q1

% of

Q2

% of

Q3

% of

Q4

% of

YTD

% of

Q1

% of

2026

Total

2026

Total

2026

Total

2026

Total

2026

Total

2027

Total

Variance

Variance

Defense

$

29,535

53

%

$

40,750

62

%

$

35,283

62

%

$

41,877

62

%

$

147,445

60

%

$

41,383

58

%

$

11,848

40

%

$

(494

)

-1

%

Space

3,378

6

%

3,999

6

%

3,131

6

%

3,997

6

%

14,505

6

%

6,287

9

%

2,909

86

%

2,290

57

%

Energy & Process

22,574

41

%

21,278

32

%

18,287

32

%

21,204

32

%

83,343

34

%

23,672

33

%

1,098

5

%

2,468

12

%

$

55,487

100

%

$

66,027

100

%

$

56,701

100

%

$

67,078

100

%

$

245,293

100

%

$

71,342

100

%

$

15,855

29

%

$

4,264

6

%

SALES BY REGION

FY 2026

FY 2027

Q1 27 vs Q1 26

Q1 27 vs Q4 26

Q1

% of

Q2

% of

Q3

% of

Q4

% of

YTD

% of

Q1

% of

2026

Total

2026

Total

2026

Total

2026

Total

2026

Total

2027

Total

Variance

Variance

United States

$

46,322

83

%

$

55,098

83

%

$

48,112

85

%

$

60,096

90

%

$

209,628

85

%

$

64,463

90

%

$

18,141

39

%

$

4,367

7

%

Middle East

1,346

2

%

1,770

3

%

1,402

2

%

2,485

4

%

7,003

3

%

3,428

5

%

2,082

155

%

943

38

%

Asia

3,283

6

%

4,452

7

%

3,425

6

%

1,470

2

%

12,630

5

%

1,465

2

%

(1,818

)

-55

%

(5

)

0

%

Other

4,536

8

%

4,707

7

%

3,762

7

%

3,027

5

%

16,032

7

%

1,986

3

%

(2,550

)

-56

%

(1,041

)

-34

%

$

55,487

100

%

$

66,027

100

%

$

56,701

100

%

$

67,078

100

%

$

245,293

100

%

$

71,342

100

%

$

15,855

29

%

$

4,264

6

%

ORDERS BY MARKET

FY 2026

FY 2027

Q1 27 vs Q1 26

Q1 27 vs Q4 26

Q1

% of

Q2

% of

Q3

% of

Q4

% of

YTD

% of

Q1

% of

2026

Total

2026

Total

2026

Total

2026

Total

2026

Total

2027

Total

Variance

Variance

Defense

106,690

85

%

47,305

57

%

49,570

69

%

48,605

62

%

252,170

70

%

61,828

65

%

$

(44,862

)

-42

%

$

13,223

27

%

Space

413

0

%

14,779

18

%

7,519

10

%

12,606

16

%

35,316

10

%

14,366

15

%

13,953

N/A

1,760

14

%

Energy & Process

18,795

15

%

21,116

25

%

14,582

20

%

17,463

22

%

71,956

20

%

19,656

21

%

861

5

%

2,193

13

%

$

125,898

100

%

$

83,200

100

%

$

71,671

100

%

$

78,674

100

%

$

359,442

100

%

$

95,850

100

%

$

(30,048

)

-24

%

$

17,176

22

%

BACKLOG BY MARKET

FY 2026

FY 2027

Q1 27 vs Q1 26

Q1 27 vs Q4 26

Q1

% of

Q2

% of

Q3

% of

Q4

% of

YTD

% of

Q1

% of

2026

Total

2026

Total

2026

Total

2026

Total

2026

Total

2027

Total

Variance

Variance

Defense

417,768

87

%

424,323

85

%

438,762

85

%

450,125

85

%

450,125

85

%

470,496

84

%

$

52,728

13

%

$

20,371

5

%

Space

13,117

3

%

23,897

5

%

28,597

6

%

37,377

7

%

37,377

7

%

45,295

8

%

32,178

245

%

7,918

21

%

Energy & Process

51,975

11

%

51,852

10

%

48,274

9

%

45,135

8

%

45,135

8

%

41,426

7

%

(10,549

)

-20

%

(3,709

)

-8

%

$

482,860

100

%

$

500,072

100

%

$

515,633

100

%

$

532,637

100

%

$

532,637

100

%

$

557,217

100

%

$

74,357

15

%

$

24,580

5

%

BOOK-TO-BILL

RATIO

2.3

1.3

1.3

1.2

1.5

1.3

GRAPHIC

GRAPHIC

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v3.26.1

Document and Entity Information

Aug. 06, 2026

Cover [Abstract]

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Document Period End Date

Aug. 06, 2026

Entity Incorporation State Country Code

DE

Entity File Number

001-08462

Entity Tax Identification Number

16-1194720

Entity Address, Address Line One

20 Florence Avenue

Entity Address, City or Town

Batavia

Entity Address, State or Province

NY

Entity Address, Postal Zip Code

14020

City Area Code

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Local Phone Number

343-2216

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