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): July 29, 2010

Graham Corporation

 

(Exact name of Registrant as specified in its charter)

Delaware		1-8462		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:

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

     At the Annual Meeting of Stockholders held on July 29, 2010, the stockholders of Graham Corporation, Inc. (the “Company”) voted on the matters described below.

1.

The Company’s stockholders elected two directors for a three year term expiring in 2013. The number of shares that: (a) voted for the election of each such director; (b) withheld authority to vote for each such director; and (c) represent broker non-votes with respect to each such director is summarized in the table below.

Director Nominee		Votes For				Votes Withheld				Broker Non- Votes*
Jerald D. Bidlack			6,387,719				161,792				2,561,998
James J. Malvaso			6,409,520				139,991				2,561,998

2.

The Company’s stockholders approved the Graham Corporation Employee Stock Purchase Plan (the “ESPP”). The ESPP is intended to: (a) provide present and future employees of the Company and any future U.S. subsidiaries with an opportunity to purchase shares of Common Stock at a discount through payroll deductions; (b) provide to such employees the benefit of the incentive created by stock ownership; (c) better align the interests of such employees with those of the Company’s stockholders; and (d) enhance the Company’s ability to attract, retain and motivate its employees. All of the Company’s U.S.-based employees are eligible to participate in the ESPP.

Votes For		Votes Against		Abstentions		Broker Non- Votes*
6,391,530		113,002		44,979		2,561,998

3.

The Company’s stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2011. The number of shares that voted for, against and abstained from voting for the ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2011 is summarized in the table below.

Votes For		Votes Against		Abstentions
9,050,573		48,212		12,724

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.