gti-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from______ to ______

Commission file number: 1-13888

GRAFTECH INTERNATIONAL LTD.

(Exact name of registrant as specified in its charter)


Delaware			27-2496053
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification Number)


982 Keynote Circle		44131
Brooklyn Heights,	OH	(Zip code)
(Address of principal executive offices)

Registrant’s telephone number, including area code: (216) 676-2000

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, $0.01 par value per share	EAF	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☐

Accelerated Filer

☒

Emerging Growth Company

☐

Non-Accelerated Filer

☐

Smaller Reporting 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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 24, 2026, 26,047,835 shares of common stock were outstanding.

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TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION:

Item 1. Financial Statements

Condensed Consolidated Balance Sheets (unaudited)			5

Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited)			6

Condensed Consolidated Statements of Cash Flows (unaudited)			7

Condensed Consolidated Statements of Stockholders’ Deficit (unaudited)			8

Notes to the Condensed Consolidated Financial Statements (unaudited)			9

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			19

Item 3. Quantitative and Qualitative Disclosures About Market Risk			32

Item 4. Controls and Procedures			33

PART II. OTHER INFORMATION:

Item 1. Legal Proceedings			34

Item 1A. Risk Factors			34

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			34

Item 5. Other Information			34

Item 6. Exhibits			35
SIGNATURE			36

Presentation of Financial, Market and Industry Data

We present our financial information on a consolidated basis. Unless otherwise noted, when we refer to dollars, we mean U.S. dollars.

Certain market and industry data included in this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026 (this “Report”) has been obtained from third-party sources that we believe to be reliable. Market estimates are calculated by using independent industry publications, government publications and third-party forecasts in conjunction with our assumptions about our market. We cannot guarantee the accuracy or completeness of this market and market share data and have not independently verified it. None of the sources have consented to the disclosure or use of data in this Report. While we are not aware of any misstatements regarding any market, industry or similar data presented herein, such data involves risks and uncertainties and is subject to change based on various factors, including those discussed under the headings “Cautionary Note Regarding Forward-Looking Statements” in this Report and “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report on Form 10-K”) filed with the Securities and Exchange Commission (“SEC”) on February 13, 2026.

Cautionary Note Regarding Forward-Looking Statements

This Report may contain forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect our current views with respect to, among other things, financial projections, plans and objectives of management for future operations, future economic performance and short-term and long-term liquidity. Examples of forward-looking statements include, among others, statements we make regarding future estimated volume, pricing and revenue, and anticipated levels of capital expenditures and cost of goods sold. You can identify these forward-looking statements by the use of forward-looking words such as “will,” “may,” “plan,” “estimate,” “project,” “believe,” “anticipate,” “expect,” “foresee,” “intend,” “should,” “would,” “could,” “target,” “goal,” “continue to,” “positioned to,” “are confident,” or the negative versions of those words or other comparable words. Any forward-looking statements contained in this Report are based upon our historical performance and on our current plans, estimates and expectations considering information currently available to us. The inclusion of this forward-looking information should not be regarded as a representation by us that the future plans, estimates, or expectations contemplated by us will be achieved. Our

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expectations and targets are not predictions of actual performance and historically our performance has deviated, often significantly, from our expectations and targets. These forward-looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to:

•our dependence on the global steel industry generally and the electric arc furnace (“EAF”) steel industry in particular;

•the cyclical nature of our business and the selling prices of our products, which may remain at depressed levels or further decline in the future, and may continue to experience prolonged periods of reduced profitability and net losses or adversely impact liquidity;

•the sensitivity of our business and operating results to economic conditions, including any recession, and the possibility others may not be able to fulfill their obligations to us in a timely fashion or at all;

•the possibility that we may be unable to implement our business strategies in an effective manner, including our ability to effectively increase or maintain existing prices and shift sales to regions with higher average selling prices;

•continued overcapacity of the global graphite electrode industry, which may further adversely affect graphite electrode prices;

•the competitiveness of the graphite electrode industry;

•our dependence on the cost and availability of manufacturing inputs, including raw materials, such as decant oil, petroleum needle coke, energy and freight, and disruptions in availability for such inputs;

•our primary reliance on one facility in Monterrey, Mexico for the manufacturing of connecting pins;

•the cost of electric power and natural gas, particularly in Europe;

•our manufacturing operations are subject to hazards;

•the legal, compliance, economic, social and political risks associated with our substantial operations in multiple countries;

•the possibility that fluctuation of foreign currency exchange rates could materially harm our financial results;

•the possibility that our results of operations could further deteriorate if our manufacturing operations were substantially disrupted for an extended period, including as a result of equipment failure, climate change, regulatory issues, natural disasters, public health crises, such as a global pandemic, political crises or other catastrophic events;

•the risks and uncertainties associated with litigation, arbitration, and like disputes, including disputes related to contractual commitments;

•our dependence on third parties for certain construction, maintenance, engineering, transportation, warehousing and logistics services;

•the possibility that we are subject to information technology systems failures, cybersecurity incidents, network disruptions and breaches of data security, including with respect to our third-party suppliers and business partners;

•the possibility that we are unable to recruit or retain key management and plant operating personnel or successfully negotiate with the representatives of our employees, including labor unions;

•the sensitivity of long-lived assets on our balance sheet to changes in the market;

•our dependence on protecting our intellectual property and the possibility that third parties may claim that our products or processes infringe their intellectual property rights;

•the impact of inflation and our ability to mitigate the effect on our costs;

•the impact of macroeconomic and geopolitical events on our business, results of operations, financial condition and cash flows, and the disruptions and inefficiencies in our supply chain that may occur as a result of such events;

•uncertain shifts in domestic and foreign trade policies and the possibility that the imposition of current, new or increased custom duties and tariffs and trade barriers in the countries in which we, our customers and our suppliers operate could adversely affect our ability to compete, operations, results of operations and financial condition;

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•risks associated with strategic transactions, including acquisitions, divestitures, joint ventures, equity investments, and debt issuances, that could adversely affect our business, operating results and financial condition;

•the possibility that our indebtedness could limit our financial and operating activities or that our cash flows may not be sufficient to service our indebtedness;

•any current or future borrowings may subject us to interest rate risk;

•risks and uncertainties associated with our ability to access the capital and credit markets could adversely affect our results of operations, cash flows and financial condition;

•the possibility that disruptions in the capital and credit markets could adversely affect our customers and suppliers;

•the possibility that restrictive covenants in our financing agreements could restrict or limit our operations; and

•changes in health, safety and environmental regulations applicable to our manufacturing operations and facilities.

These factors should not be construed as exhaustive and should be read in conjunction with the Risk Factors and other cautionary statements that are included in our Annual Report on Form 10-K and other filings with the SEC. The forward-looking statements made in this Report relate only to events as of the date on which the statements are made. Except as required by law, we do not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

If one or more of these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, our actual results may vary materially from what we may have expressed or implied by these forward-looking statements. We caution that you should not place undue reliance on any of our forward-looking statements. You should specifically consider the factors identified in this Report and in our Annual Report on Form 10-K that could cause actual results to differ before making an investment decision to purchase our common stock. Furthermore, new risks and uncertainties arise from time to time, and it is impossible for us to predict those events or how they may affect us.

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

(Unaudited)


	March 31, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	120,244	$	138,427
Accounts receivable, net of allowance for doubtful accounts of $4,216 as of March 31, 2026 and $3,271 as of December 31, 2025	79,912		73,235
Inventories	223,115		224,692
Prepaid and other current assets	42,926		48,180
Total current assets	466,197		484,534
Property, plant and equipment	985,093		986,946
Less: accumulated depreciation	507,044		497,016
Net property, plant and equipment	478,049		489,930
Deferred income taxes	9,437		9,318
Other assets	43,518		45,007
Total assets	$	997,201	$	1,028,789
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	68,709	$	67,017
Accrued income and other taxes	8,914		8,047
Other accrued liabilities	40,955		48,363
Interest payable	21,507		4,764
Total current liabilities	140,085		128,191
Long-term debt	1,096,654		1,094,706
Other long-term obligations	39,848		40,388
Deferred income taxes	25,047		25,132
Commitments and contingencies - Note 8
Stockholders’ deficit:
Preferred stock, par value $0.01, 30,000,000 shares authorized, none issued	—		—
Common stock, par value $0.01, 300,000,000 shares authorized, 26,047,835 and 25,820,110 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively	2,584		2,582
Additional paid-in capital	761,409		759,710
Accumulated other comprehensive loss	(12,000)		(8,972)
Accumulated deficit	(1,056,426)		(1,012,948)
Total stockholders’ deficit	(304,433)		(259,628)
Total liabilities and stockholders’ deficit	$	997,201	$	1,028,789

See accompanying Notes to the Condensed Consolidated Financial Statements

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GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Dollars in thousands, except per share data)

(Unaudited)


	Three Months Ended March 31,
		2026		2025
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales		$	125,101	$	111,839
Cost of goods sold		134,833		110,765
Lower of cost or market inventory valuation adjustment		5,258		2,783
Gross loss		(14,990)		(1,709)
Research and development		1,443		1,879
Selling and administrative expenses		14,228		14,622
Operating loss		(30,661)		(18,210)

Other (income) expense, net		(12,048)		447
Interest expense		24,196		29,841
Interest income		(841)		(1,935)
Loss before income taxes		(41,968)		(46,563)
Income tax expense (benefit)		1,309		(7,212)
Net loss		$	(43,277)	$	(39,351)

Basic loss per common share:
Net loss per share(1)		$	(1.66)	$	(1.52)

Weighted average common shares outstanding(1)		26,089,860		25,837,005
Diluted loss per common share:
Net loss per share(1)		$	(1.66)	$	(1.52)

Weighted average common shares outstanding(1)		26,089,860		25,837,005

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss		$	(43,277)	$	(39,351)
Other comprehensive (loss) income:
Foreign currency translation adjustments, net of tax		(2,622)		12,596
Foreign currency derivatives, net of tax		(406)		(50)
Other comprehensive (loss) income, net of tax		(3,028)		12,546
Comprehensive loss		$	(46,305)	$	(26,805)

See accompanying Notes to the Condensed Consolidated Financial Statements

(1) All share and per share data for all periods presented have been retroactively adjusted to reflect the 1-for-10 reverse stock split which became effective on August 29, 2025.

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GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)


	Three Months Ended March 31,
	2026		2025
Cash flow from operating activities:
Net loss	$	(43,277)	$	(39,351)
Adjustments to reconcile net loss to cash used in operations:
Depreciation and amortization	15,048		13,783
Deferred income tax expense (benefit)	141		(7,310)
Non-cash stock-based compensation expense	1,839		580
Non-cash interest expense	1,948		1,948
Lower of cost or market inventory valuation adjustment	5,258		2,783
Gain on sale of assets	(12,279)		—
Changes in assets and liabilities:
Accounts receivable, net	(6,761)		5,396
Inventories	(3,244)		(23,371)
Prepaid and other current assets	4,629		(3,860)
Income taxes payable	(254)		(866)
Accounts payable and other accruals	5,530		103
Interest payable	16,743		16,935
Change in Tax Receivable Agreement	—		(2,022)
Other	(255)		3,066
Net cash used in operating activities	(14,934)		(32,186)
Cash flow from investing activities:
Capital expenditures	(12,145)		(10,281)
Proceeds from the sale of fixed assets	9,315		29


Net cash used in investing activities	(2,830)		(10,252)
Cash flow from financing activities:




Payments for taxes related to net share settlement of equity awards	(339)		(213)


Principal payments under finance lease obligations	(34)		(24)
Net cash used in financing activities	(373)		(237)
Net change in cash and cash equivalents	(18,137)		(42,675)
Effect of exchange rate changes on cash and cash equivalents	(46)		710
Cash and cash equivalents at beginning of period	138,427		256,248
Cash and cash equivalents at end of period	$	120,244	$	214,283

Net cash paid during the periods for:
Interest	$	5,503	$	5,593
Income taxes	$	1,779	$	1,683
Non-cash investing activities:
Change in capital expenditures in accounts payable	$	(6,861)	$	(5,303)

See accompanying Notes to the Condensed Consolidated Financial Statements


GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT (Dollars in thousands, except per share data) (Unaudited)
	Issued Shares of Common Stock(1)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Deficit
Balance as of December 31, 2025	25,820,110	$	2,582	$	759,710	$	(8,972)	$	(1,012,948)	$	(259,628)
Net loss	—	—		—		—		(43,277)		(43,277)
Other comprehensive loss	—	—		—		(3,028)		—		(3,028)
Stock-based compensation	276,359	2		1,837		—		—		1,839
Payments for taxes related to net share settlement of equity awards	(48,634)	—		(138)		—		(201)		(339)
Balance as of March 31, 2026	26,047,835	$	2,584	$	761,409	$	(12,000)	$	(1,056,426)	$	(304,433)


























Balance as of December 31, 2024	25,726,420	$	2,572	$	755,338	$	(43,359)	$	(793,453)	$	(78,902)
Net loss	—	—		—		—		(39,351)		(39,351)
Other comprehensive income	—	—		—		12,546		—		12,546
Stock-based compensation	104,893	9		571		—		—		580
Payments for taxes related to net share settlement of equity awards	(19,955)	—		(565)		—		352		(213)
Balance as of March 31, 2025	25,811,358	$	2,581	$	755,344	$	(30,813)	$	(832,452)	$	(105,340)

See accompanying Notes to the Condensed Consolidated Financial Statements

(1) All share and per share data for all periods presented have been retroactively adjusted to reflect the 1-for-10 reverse stock split which became effective on August 29, 2025.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(1)Organization and Summary of Significant Accounting Policies

A. Organization

GrafTech International Ltd. (the “Company” or “GrafTech”) is a leading manufacturer of high-quality graphite electrode products essential to the production of electric arc furnace (“EAF”) steel and other ferrous and non-ferrous metals. References herein to “we,” “our,” or “us” refer collectively to the Company and its subsidiaries. The Company’s common stock is listed on the New York Stock Exchange “NYSE” under the symbol “EAF.”

The Company’s only reportable segment, Industrial Materials, is comprised of its two major product categories: graphite electrodes and petroleum needle coke products. Petroleum needle coke is our key raw material used in the production of graphite electrodes. The Company’s vision is to provide highly engineered graphite electrode products, services and solutions to EAF operators.

B. Basis of Presentation

The interim condensed consolidated financial statements are unaudited; however, in the opinion of management, they have been prepared in accordance with Rule 10-01 of Regulation S-X and in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The December 31, 2025 Consolidated Balance Sheet data included herein was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K, but does not include all disclosures required by GAAP in audited financial statements. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements, including the accompanying notes, contained in the Company’s Annual Report on Form 10-K.

The unaudited condensed consolidated financial statements reflect all adjustments (all of which are of a normal, recurring nature) which management considers necessary for a fair presentation of our financial statements for the interim periods presented. The results for the interim periods are not necessarily indicative of results which may be expected for any other interim period or for the full year.

C. New Accounting Standards

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. Under this ASU, a public entity would be required to disclose information about purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depletion for each income statement line item that contains those expenses. This ASU is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. This ASU allows for early adoption and requires either prospective adoption to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all prior periods presented in the financial statements. The Company is currently assessing the impact of this ASU on its financial statements and disclosures, but does not expect it to be material.

(2) Revenue from Contracts with Customers

Disaggregation of Revenue

The following table provides information about disaggregated revenue by type of product:


	Three Months Ended March 31,
(Dollars in thousands)		2026		2025
Graphite Electrodes		$	108,239	$	101,262
By-products and other		16,862		10,577
Total Revenues		$	125,101	$	111,839

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Contract Balances

Substantially all of the Company’s receivables relate to contracts with customers. Accounts receivables are recorded when the right to consideration becomes unconditional. Payment terms on invoices range from 10 to 120 days depending on the customary business practices of the jurisdictions in which we do business.

We did not have any contract asset balances as of March 31, 2026 or December 31, 2025.

Deferred revenue is recorded for consideration received from customers in advance of satisfaction of the related performance obligations.

We did not have any deferred revenue as of March 31, 2026 or December 31, 2025.

(3) Segment Reporting

Our Industrial Materials segment, our only operating and reportable segment, manufactures high-quality graphite electrodes essential to the production of EAF steel and other ferrous and non-ferrous metals. Petroleum needle coke, a crystalline form of carbon derived from decant oil, is a key raw material used in the production of graphite electrodes. We utilize the majority of the needle coke that we produce internally to manufacture our graphite electrodes, and, as a result, approximately 90% of our revenues from external customers are derived from the sale of graphite electrodes.

Our chief operating decision maker is our Chief Executive Officer. The chief operating decision maker assesses performance for our Industrial Materials segment and decides how to allocate resources based on net income or losses, which are reported on the Condensed Consolidated Statements of Operations and Comprehensive Loss.

The chief operating decision maker uses net loss to evaluate growth trends, establish budgets, assess operational efficiencies and evaluate our overall financial performance.

The following table presents selected financial information with respect to the Company’s single operating segment for the three months ended March 31, 2026 and 2025:


	Three Months Ended March 31,
(Dollars in thousands)		2026		2025
Net sales		$	125,101	$	111,839
Cash cost of goods sold(1)		108,118		90,206
Other segment expenses		26,715		20,559
Lower of cost or market inventory valuation adjustment		5,258		2,783
Research and development		1,443		1,879
Selling and administrative expenses		14,228		14,622
Other (income) expense, net		(12,048)		447
Interest expense		24,196		29,841
Interest income		(841)		(1,935)
Income tax expense (benefit)		1,309		(7,212)
Net loss		$	(43,277)	$	(39,351)

(1) Cash cost of goods sold is defined as cost of goods sold less depreciation and amortization and less cost of goods sold associated with the portion of our sales that consist of deliveries of by-products of the manufacturing processes, and is the significant expense the chief operating decision maker uses to evaluate segment expenses.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(4) Intangible Assets

The following table summarizes intangible assets with determinable useful lives by major category, which are included in “Other assets” on our Condensed Consolidated Balance Sheets:



	March 31, 2026						December 31, 2025
(Dollars in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trade names	$	22,500	$	(19,157)	$	3,343	$	22,500	$	(18,986)	$	3,514
Technology	55,300		(51,479)		3,821		55,300		(50,969)		4,331
Customer relationships	64,500		(46,348)		18,152		64,500		(45,295)		19,205
Total	$	142,300	$	(116,984)	$	25,316	$	142,300	$	(115,250)	$	27,050

Amortization expense for intangible assets was $1.7 million and $1.9 million for the three months ended March 31, 2026 and 2025, respectively. Amortization expense is expected to be approximately $5.0 million for the remainder of 2026, $6.1 million in 2027, $5.5 million in 2028, $4.9 million in 2029, $2.9 million in 2030 and $0.3 million in 2031.

(5) Debt and Liquidity

The following table presents our long-term debt:


(Dollars in thousands)	March 31, 2026		December 31, 2025
Initial First Lien Term Loans due 2029	175,000		175,000
Existing 4.625% Senior Notes due 2028	1,755		1,755
New 4.625% Second Lien Notes due 2029	498,245		498,245
Existing 9.875% Senior Notes due 2028	3,833		3,833
New 9.875% Second Lien Notes due 2029	446,167		446,167
Unamortized debt discount and issuance costs	(28,346)		(30,294)
Total long-term debt	$	1,096,654	$	1,094,706

The fair value of our debt was approximately $737.0 million and $946.6 million as of March 31, 2026 and December 31, 2025, respectively. The fair values were determined using Level 1 quoted market prices for the same or similar debt instruments.

Initial First Lien Term Loan Facility; Delayed Draw First Lien Term Loan Facility

As of March 31, 2026 and December 31, 2025, we did not have any borrowings under our Delayed Draw First Lien Term Loan Facility, with $100 million available as of the end of each period. This amount is available until July 23, 2026.

2018 Revolving Credit Facility

As of March 31, 2026 and December 31, 2025, the availability under our 2018 Revolving Credit Facility was $108.5 million and $101.6 million, respectively. As any borrowings under the 2018 Revolving Credit Facility remain subject to compliance with the financial covenant thereunder, our operating performance as of March 31, 2026 and December 31, 2025 resulted in our inability to access the full amount of commitments under the facility. As of March 31, 2026 and December 31, 2025, there were no borrowings outstanding on the 2018 Revolving Credit Facility, and there was $7.0 million and $13.8 million, respectively, of letters of credit drawn against the 2018 Revolving Credit Facility.

We were in compliance with all of our debt covenants as of March 31, 2026 and December 31, 2025.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(6) Inventories

Inventories are comprised of the following:


(Dollars in thousands)	March 31, 2026		December 31, 2025
Inventories:
Raw materials and supplies	$	71,049	$	76,115
Work in process	119,867		116,933
Finished goods	32,199		31,644


Total	$	223,115	$	224,692

In the first quarter of 2026 and 2025, we recorded lower of cost or market (“LCM”) inventory valuation adjustments of $5.3 million and $2.8 million, respectively, in order to state our inventories at the lower of cost or market.

(7) Interest Expense

The following table presents the components of interest expense:


	Three Months Ended March 31,
(Dollars in thousands)		2026		2025
Interest incurred on debt		$	22,249	$	22,532
Accretion of original issue discount		1,263		1,267
Amortization of debt issuance costs		684		681
Debt modification costs		—		5,361
Total interest expense		$	24,196	$	29,841

The financing transactions entered into in 2024 were accounted for as a modification of the existing debt under ASC 470-50, Debt—Modifications and Extinguishments.

The Company incurred $5.4 million of fees and expenses related to post-closure costs attributable to the modification, which were expensed as incurred in the first quarter of 2025 and are included in Interest expense on the Condensed Consolidated Statements of Operations.

The Existing 9.875% Notes and the New 9.875% Notes carry fixed interest rates of 9.875%. The Existing 4.625% Notes and the New 4.625% Notes carry fixed interest rates of 4.625%. The Initial First Lien Term Loan had an effective interest rate of 9.67% as of March 31, 2026. The Company pays a ticking fee associated with the undrawn Delayed Draw Commitments in an amount equal to 3.75% per annum.

See Note 5, “Debt and Liquidity” for details of our debt.

(8) Commitments and Contingencies

Legal Proceedings

We are involved in various investigations, lawsuits, claims, demands, labor disputes and other legal proceedings, including with respect to environmental and human exposure or other personal injury matters, arising out of or incidental to the conduct of our business. While it is not possible to determine the ultimate disposition of each of these matters and proceedings, we do not believe that their ultimate disposition will have a material adverse effect on our financial position, results of operations or cash flows. Additionally, we are involved in the following legal proceedings:

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Brazil Clause IV

Pending litigation in Brazil has been brought by employees seeking to recover additional amounts and interest thereon under certain wage increase provisions applicable in 1989 and 1990 under collective bargaining agreements to which employers in the Bahia region of Brazil were a party (including our subsidiary in Brazil). Companies in Brazil have settled claims arising out of these provisions and, in May 2015, the litigation was remanded by the Brazilian Supreme Court in favor of the employees union. After denying an interim appeal by the Bahia region employers on June 26, 2019, the Brazilian Supreme Court finally ruled in favor of the employees union on September 26, 2019. The employers union has determined not to seek annulment of such decision. Separately, on October 1, 2015, a related action was filed by current and former employees against our subsidiary in Brazil to recover amounts under such provisions, plus interest thereon, and such amounts together with interest could be material to us. If the Brazilian Supreme Court proceeding above had been determined in favor of the employers union, it would also have resolved this proceeding in our favor. In the first quarter of 2017, the state court initially ruled in favor of the employees. We appealed this state court ruling, and the appellate court issued a decision in our favor on May 19, 2020. The employees have further appealed and, on December 16, 2020, the court upheld the decision in favor of GrafTech Brazil. On February 22, 2021, the employees filed a further appeal and, on April 28, 2021, the court rejected the employees’ appeal in favor of GrafTech Brazil. The employees filed a further appeal and on September 12, 2022, we filed our response in opposition. On March 19, 2026, the court granted the appeal filed by the employees to reject the statute of limitations defense argued by GrafTech Brazil and remanded the case to the 5th Panel with the written opinion pending publication. We intend to vigorously defend our position. As of March 31, 2026, we are unable to assess the potential loss associated with these proceedings as the claims do not currently specify the number of employees seeking damages or the amount of damages being sought.

Brazil Income Tax Audit

On October 23, 2024, GrafTech Brasil Participações Ltda. received an income tax assessment notice from the Brazilian Internal Revenue Service (“IRS”) totaling approximately $31.2 million, including approximately $18.8 million of interest and penalties, resulting from an audit carried out between 2023 and 2024, related to the period from 2019 to 2020. In this assessment, two issues were raised by the tax auditor. The first item disallowed the investment tax incentive (75% reduction of income tax), under the allegation that the Company did not have a negative tax debt certificate. The second disallowed the use of the Value-Added Tax benefit (called Desenvolve) to increase the investment tax incentive. On October 3, 2025, GrafTech Brazil received a summons to acknowledge the decision issued by the Regional Judgment Office, which fully upheld the assessment issued against GrafTech Brazil, without any reductions.The Company believes that the IRS assessment and decision by the Regional Judgment Office is incorrect and does not believe that it is probable that it will incur a loss related to these matters. The Company intends to vigorously defend its position regarding both items and filed an appeal on the Regional Judgment Office’s decision in November 2025, which has been assigned to the 2nd Ordinary Panel of the 3rd Chamber of the 1st Section of Conselho Administrativo de Recursos Fiscais (Administrative Council of Tax Appeals).

(9) Income Taxes

We compute and apply to ordinary income or loss an estimated annual effective tax rate on a quarterly basis based on current and forecasted business levels and activities, including the mix of domestic and foreign results and enacted tax laws. The estimated annual effective tax rate is updated quarterly based on actual results and updated operating forecasts. Ordinary income or loss refers to income or loss before income taxes excluding significant, unusual or infrequently occurring items. The tax effect of an unusual or infrequently occurring item is recorded in the interim period in which it occurs as a discrete item of tax.

The following table summarizes the income tax benefit:


	Three Months Ended March 31,
(Dollars in thousands)		2026			2025
Income tax expense (benefit)		$	1,309		$	(7,212)
Loss before income taxes		(41,968)			(46,563)
Effective tax rate (benefit)		3.1		%	(15.5)		%

The effective tax rate for the first quarter of 2026 was different than the U.S. statutory tax rate of 21% primarily due to no tax benefit being recorded on U.S. and Switzerland losses with a valuation allowance and the mix of foreign earnings.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The effective tax rate for the first quarter of 2025 was different from the U.S. statutory rate of 21% primarily due to the mix of U.S. and foreign earnings, tax incentives and provisions of the Tax Cuts and Jobs Act of 2017 (the “Tax Cuts and Jobs Act”).

We file income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. All U.S. federal tax years prior to 2022 are generally closed by statute or have been audited and settled with the applicable domestic tax authorities. Other jurisdictions are generally closed for years prior to 2020.

There were no material changes to our valuation allowances in the first quarter of 2026.

(10) Fair Value Measurements and Derivative Instruments

In the normal course of business, we are exposed to certain risks related to fluctuations in currency exchange rates. We use various derivative financial instruments, primarily foreign currency derivatives as part of our overall strategy to manage risks from these market fluctuations.

Since the counterparties to these financial instruments are large commercial banks and similar financial institutions, we do not believe that we are exposed to material counterparty credit risk. We do not anticipate nonperformance by any of the counterparties to our instruments.

Foreign currency derivatives

We enter into foreign currency derivatives from time to time to attempt to manage exposure to changes in currency exchange rates. These foreign currency instruments, which include, but are not limited to, forward exchange contracts and purchased currency options, are used to hedge global currency exposures such as foreign currency denominated debt, receivables, payables, sales and purchases.

Foreign currency forward and swap contracts are used to mitigate the foreign exchange risk of balance sheet items. These derivatives are fair value hedges. Gains and losses from these derivatives are recorded in cost of goods sold and they are largely offset by the financial impact of translating foreign currency-denominated payables and receivables.

In the first quarter of 2026, we entered into foreign currency derivatives with maturities of one month to 12 months in order to protect against the risk that cash flows associated with certain sales and purchases denominated in a currency other than the U.S. dollar will be adversely affected by future changes in foreign exchange rates. These derivatives are designated as cash flow hedges. The resulting unrealized gains or losses from these derivatives are recorded in Accumulated Other Comprehensive Loss (“AOCL”) and subsequently, when realized, are reclassified to net sales or cost of goods sold in the Condensed Consolidated Statements of Operations when the hedged exposures affect earnings.

All derivatives are recorded on the balance sheet at fair value. If the derivative is designated and effective as a cash flow hedge, changes in the fair value of the derivative are recognized in AOCL until the hedged item is recognized in earnings. The ineffective portion of a derivative's fair value, if any, is recognized in earnings immediately. If a derivative is not a hedge, changes in the fair value are adjusted through earnings. The fair values of the outstanding derivatives are recorded on the balance sheet as assets (if the derivatives are in a gain position) or liabilities (if the derivatives are in a loss position). The fair values will also be classified as short-term or long-term depending upon their maturity dates. The fair value of all of our derivatives was determined using Level 2 inputs.

The notional amounts of our outstanding derivative instruments as of March 31, 2026 and December 31, 2025 were as follows:


	March 31, 2026		December 31, 2025
(Dollars in thousands)	Notional Amount		Notional Amount
Derivative instruments designated as hedges:
Foreign currency derivatives	$	31,564	$	—

Derivative instruments not designated as hedges:
Foreign currency derivatives	$	32,914	$	35,498

The fair value of our outstanding derivatives designated as hedges was a pre-tax unrealized loss of $0.4 million as of March 31, 2026, which was recorded in other accrued liabilities on the Condensed Consolidated Balance Sheets.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

As of March 31, 2026, net realized pre-tax losses of $0.4 million related to our foreign currency derivatives were reported in AOCL and will be released to earnings within the next 12 months. No ineffectiveness expense was recorded in the first quarter of 2026 or 2025.

The pre-tax realized gains on designated cash flow hedges are recognized in the Statements of Operations when the hedged item impacts earnings and were as follows for the periods ended March 31, 2026 and 2025:


		Amount of Loss (Gain) Recognized
	Location of Realized (Gain) Recognized in the Condensed Consolidated Statement of Operations	Three Months Ended March 31,
(Dollars in thousands)		2026		2025
Derivatives designated as cash flow hedges:
Foreign currency derivatives	Cost of goods sold	$	(11)	$	(57)

Pretax gains on non-designated derivatives recognized in earnings were as follows:


		Amount of (Gain) Recognized
	Location of (Gain) Recognized in the Condensed Consolidated Statement of Operations	Three Months Ended March 31,
(Dollars in thousands)		2026		2025
Derivatives not designated as hedges:
Foreign currency derivatives	Cost of goods sold	$	(237)	$	(236)

The following table summarizes the fair value of our outstanding derivatives not designated as hedges (on a gross basis) and balance sheet classification as of March 31, 2026 and December 31, 2025:


	March 31, 2026		December 31, 2025
(Dollars in thousands)	Fair Value		Fair Value
Prepaid and other current assets
Foreign currency derivatives	$	213	$	217

Other accrued liabilities
Foreign currency derivatives	(614)		(26)
Net (liability) asset	$	(401)	$	191

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(11) Accumulated Other Comprehensive Loss

Changes in the components of accumulated other comprehensive loss, including the amounts reclassified, for the first quarter of 2026 and 2025 are as follows:


(Dollars in thousands)	Gains and Losses on Foreign Currency Cash Flow Hedges		Foreign Currency Translation		Total
Balance at December 31, 2025	$	24	$	(8,996)	$	(8,972)
Other comprehensive loss before reclassifications	(395)		(2,622)		(3,017)
Amounts reclassified from accumulated other comprehensive loss	(11)		—		(11)
Net current period other comprehensive loss before tax	(406)		(2,622)		(3,028)
Deferred taxes	—		—		—
Net current period other comprehensive loss after tax	(406)		(2,622)		(3,028)
Balance at March 31, 2026	$	(382)	$	(11,618)	$	(12,000)

Balance at December 31, 2024	$	214	$	(43,573)	$	(43,359)
Other comprehensive income before reclassifications	—		12,596		12,596
Amounts reclassified from accumulated other comprehensive income	(57)		—		(57)
Net current period other comprehensive (loss) income before tax	(57)		12,596		12,539
Deferred taxes	(7)		—		(7)
Net current period other comprehensive (loss) income after tax	(50)		12,596		12,546
Balance at March 31, 2025	$	164	$	(30,977)	$	(30,813)

(12) Loss per Share

All share and per share data in the table and discussion below have been retroactively adjusted for all periods presented to reflect the 1-for-10 reverse stock split which became effective on August 29, 2025. The following table presents a reconciliation of the numerator and denominator of basic and diluted loss per share for the three months ended March 31, 2026 and 2025, respectively:


	Three Months Ended March 31,
(Dollars in thousands, except per share amounts)		2026		2025
Numerator for basic and diluted loss per share:
Net loss		$	(43,277)	$	(39,351)
Denominator:
Weighted average common shares outstanding for basic calculation		26,089,860		25,837,005

Weighted average common shares outstanding for diluted calculation		26,089,860		25,837,005
Basic loss per share		$	(1.66)	$	(1.52)
Diluted loss per share		$	(1.66)	$	(1.52)

Basic loss per share is calculated by dividing net loss by the weighted average number of common shares outstanding. Diluted loss per share is calculated by dividing net loss by the sum of the weighted average number of common shares outstanding plus the additional common shares that would have been outstanding if potentially dilutive securities had been issued.

The weighted average common shares outstanding for the diluted loss per share calculation for the three months ended March 31, 2026 and 2025 excludes the dilutive effect of approximately 46,243 shares and 31,107 shares, primarily related to restricted stock units (“RSUs”), as their inclusion would have been anti-dilutive due to the Company’s net loss.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Additionally, the weighted average common shares outstanding for the diluted loss per share calculation excludes consideration of 296,379 and 465,028 equivalent shares for the three months ended March 31, 2026 and 2025, respectively, as their effect would have been anti-dilutive.

(13) Stock-Based Compensation

The Human Resources and Compensation Committee of our Board of Directors granted 12,906 deferred share units (“DSUs”) to our non-employee directors in the first quarter of 2026 under our Omnibus Equity Incentive Plan. No equity grants were made to our employees in the first quarter of 2026 under Omnibus Equity Incentive Plan.

We measure the fair value of grants of DSUs based on the closing market price of a share of our common stock on the date of the grant (or if the market is not open for trading on such date, the immediately preceding day on which the market is open for trading). The weighted average fair value per share was $6.78 for DSUs granted to non-employee directors during the three months ended March 31, 2026.

During the first quarter of 2026, the Company issued an aggregate of 250,000 of common stock purchase warrants to a consultant pursuant to an agreement with respect to consulting services. The warrants were measured at their fair value on the grant date, resulting in stock-based compensation expense of $0.7 million, which was recorded in selling and administrative expense in the Condensed Consolidated Statements of Operations.

In the three months ended March 31, 2026 and 2025, we recognized $1.9 million and $0.6 million, respectively, of stock-based compensation expense. The majority of the expense, $1.7 million and $0.3 million, respectively, was recorded in selling and administrative expense in the Condensed Consolidated Statements of Operations, with the remaining expense recorded in cost of goods sold.

As of March 31, 2026, the unrecognized compensation cost related to the unvested portion of all stock-based awards was approximately $5.0 million and is expected to be recognized over the remaining vesting period of the respective grants.

(14) Supplementary Balance Sheet Detail

Supplier Finance Program (“SFP”) Obligations

GrafTech Mexico S.A. de C.V. (“GrafTech Mexico”) participates in an electronic vendor voucher payment program supported by the Mexican Government through one of its national banks, whereby suppliers can factor their invoices through a financial intermediary. This program gives GrafTech Mexico’s suppliers the option to settle trade receivables by obtaining payment from the financial intermediary prior to the invoice due date for a discounted amount. GrafTech Mexico’s responsibility is limited to making payment on the terms originally negotiated with its supplier, regardless of whether the supplier elects to receive early payment. The range of payment terms GrafTech Mexico negotiates with its suppliers is consistent, irrespective of whether a supplier participates in the program.

As of March 31, 2026 and December 31, 2025, $7.3 million and $3.9 million, respectively, of SFP obligations were included in accounts payable on the Condensed Consolidated Balance Sheets and, upon settlement, are reflected as cash flow from operating activities in the Condensed Consolidated Statements of Cash Flows.

PART I (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(15) Other (Income) Expense, net

The following table presents the details of other (income) expense, net:


	Three Months Ended March 31,
(in thousands)	2026		2025
Gain on sale of assets	$	(12,279)	$	—
Bank charges	329		154
Other	(98)		293
Total other (income) expense, net	$	(12,048)	$	447

In the first quarter of 2026, the Company completed the sale of certain landfill assets located at sites that were previously divested as part of prior business disposals. These landfill assets primarily consisted of land and other related fixed assets retained by the Company following the earlier divestitures.

The carrying value of the disposed assets consisted primarily of land and other fixed assets with a net book value of less than $0.1 million. In connection with the sale, the Company also settled associated obligations related to closure and post-closure activities at the landfill sites.

Total consideration received in the transactions was $9.3 million in cash. The Company recognized a pre-tax gain on sale of $12.3 million, which was comprised of (i) cash proceeds in excess of the carrying value of the land assets, net of fees and (ii) the derecognition of $3.1 million of liabilities associated with the sites.

Cash proceeds from the sale are presented within investing activities in the Condensed Consolidated Statements of Cash Flows.

The Company has no significant continuing involvement with the disposed landfill assets following the sale.

PART I (CONT’D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The Company

We are a leading manufacturer of high-quality graphite electrode products essential to the production of EAF steel and other ferrous and non‑ferrous metals. We believe that we have a competitive portfolio of low-cost ultra-high power graphite electrode manufacturing facilities, with some of the highest capacity facilities in the world. We are the only large-scale graphite electrode producer that is substantially vertically integrated into petroleum needle coke manufacturing, our key raw material for graphite electrode manufacturing.

The environmental and economic advantages of EAF steel production position both that industry and the graphite electrode industry for long-term growth.

We believe GrafTech’s leadership position and vertical integration are sustainable competitive advantages. We believe the services and solutions we provide will position our customers and us for a better future.

Operational and Commercial Update

Sales volume for the first quarter of 2026 was 28.1 thousand metric tons (“MT”) and increased 14% compared to the first quarter of 2025.

For the first quarter of 2026, our weighted-average realized price was approximately $3,900 per MT. This represented a decrease of 5% compared to the first quarter of 2025. The year-over-year pricing decline reflected persistent competitive pressures across most of our principal commercial regions, partially mitigated by favorable mix as we achieved 37% sales volume growth in the United States, which remains the strongest region for graphite electrode pricing.

Production volume was 29.4 thousand MT for the first quarter of 2026, resulting in a capacity utilization rate of 65% for the quarter.

Outlook

Demand for graphite electrodes is expected to improve modestly in 2026, supported by stable-to-improving steel production trends outside of China. While steel market conditions remain mixed, in the United States, demand has been relatively stable and is expected to increase modestly, with steel production further supported by favorable trade policies. In Europe, steel industry conditions have been more challenged, though there are early signs of recovery, including expected demand growth and recently approved increases in trade protections. For GrafTech, we continue to expect a 5–10% year-over-year increase in graphite electrode sales volume for 2026, with more than 85% of our anticipated volume already committed in our order book.

While volume trends are stable, current industry-wide pricing levels do not reflect the indispensable nature of graphite electrodes for electric arc furnace steelmaking. As a result, we are taking deliberate actions to restore more sustainable pricing and improve our profitability. These include implementing price increases of $600 to $1,200 per metric ton on uncommitted volume, actively supporting graphite electrode trade cases in key jurisdictions, including the United States and Brazil, continuing to optimize our order book by prioritizing higher-value regions and foregoing volume opportunities where margins are unacceptably low.

On costs, geopolitical developments continue to impact key input costs, including oil-based raw materials, energy and logistics. In response, we are expanding initiatives to improve our cost structure, including enhancing production efficiency and optimizing production schedules. Factoring all of this in, we continue to expect a low single-digit percentage-point decline in our cash cost of goods sold per MT for 2026 compared to 2025.

We are also maintaining disciplined capital and working capital management. For 2026, we expect a modest increase in working capital for the full year to support higher volume. We continue to anticipate our full-year capital expenditures will be approximately $35 million, consistent with maintaining our assets at current utilization levels.

Longer term, we remain confident in the structural drivers of demand growth for graphite electrodes. The ongoing shift toward electric arc furnace steelmaking and growing demand for petroleum needle coke in battery applications are expected to support sustained industry growth. We believe the actions we are taking, combined with our vertical integration and a leading competitive position, will enable GrafTech to benefit as market conditions normalize.

PART I (CONT’D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

Capital Structure and Liquidity

As of March 31, 2026, we had liquidity of $328.7 million, consisting of cash and cash equivalents of $120.2 million, $108.5 million of availability under our 2018 Revolving Credit Facility and $100.0 million of availability under our Initial First Lien Term Loan Facility (with respect to the Delayed Draw Commitments thereunder, which we intend to draw in full prior to its expiration in July 2026). As of March 31, 2026, we had total debt of approximately $1.1 billion.

Key metrics used by management to measure performance

In addition to measures of financial performance presented in our Condensed Consolidated Financial Statements in accordance with generally accepted accounting principles in the United States (“GAAP”), we use certain other financial measures and operating metrics to analyze the performance of our Company. Our “non-GAAP” financial measures consist of EBITDA, adjusted EBITDA, adjusted net loss, adjusted loss per share, adjusted free cash flow and cash cost of goods sold per MT which help us evaluate growth trends, establish budgets, assess operational efficiencies and evaluate our overall financial performance. Our key operating metrics consist of sales volume, production volume, production capacity and capacity utilization.

PART I (CONT’D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

Key financial measures


	Three Months Ended March 31,
(in thousands, except per share data)		2026		2025
Net sales		$	125,101	$	111,839
Net loss		(43,277)		(39,351)
Loss per share(1)(2)		(1.66)		(1.52)
EBITDA(3)		(3,565)		(4,874)
Adjusted net loss(3)		(53,527)		(34,155)
Adjusted loss per share(1)(2)(3)		(2.05)		(1.32)
Adjusted EBITDA(3)		(13,550)		(3,672)

(1) All share and per share data have been retroactively adjusted for all periods to reflect the 1-for-10 reverse stock split which became effective on August 29, 2025.

(2) Loss per share represents diluted loss per share. Adjusted loss per share represents adjusted diluted loss per share.

(3) Non-GAAP financial measure; see below for information and reconciliations of EBITDA, adjusted EBITDA and adjusted net loss to net loss and adjusted loss per share to loss per share, the most directly comparable financial measures calculated and presented in accordance with GAAP.

Key operating measures

In addition to measures of financial performance presented in accordance with GAAP, we use certain operating metrics to analyze the performance of our Company. These metrics align with management's assessment of our revenue performance and profit margin and will help investors understand the factors that drive our profitability.

Sales volume reflects the total volume of graphite electrodes sold for which revenue has been recognized during the period. For a discussion of our revenue recognition policy, see “—Critical accounting policies—Revenue recognition” in our Annual Report on Form 10-K. Sales volume helps management and investors understand the factors that drive our net sales.

Production volume, production capacity and capacity utilization help us understand the efficiency of our production, evaluate cost of goods sold and consider how to approach our sales contract initiative.


	Three Months Ended March 31,
(in thousands, except utilization)		2026		2025
Sales volume (MT)		28.1		24.7
Production volume (MT)		29.4		28.5
Production capacity (MT)(1)(2)		45.0		45.0
Capacity utilization(3)		65	%	63	%

(1) Production capacity reflects expected maximum production volume during the period depending on product mix and expected maintenance outage. Actual production may vary.

(2) Includes graphite electrode facilities in Calais, France; Monterrey, Mexico; and Pamplona, Spain.

(3) Capacity utilization reflects production volume as a percentage of production capacity.

PART I (CONT’D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

Results of Operations

The Three Months Ended March 31, 2026 Compared to the Three Months Ended March 31, 2025

The table presented in our period-over-period comparisons summarizes our Condensed Consolidated Statements of Operations and illustrates key financial indicators used to assess the consolidated financial results. Throughout this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Report, insignificant changes may be deemed not meaningful and are generally excluded from the discussion.


	Three Months Ended March 31,				Increase/ (Decrease)		% Change
(Dollars in thousands)	2026		2025
Net sales	$	125,101	$	111,839	$	13,262

SEC Form 10-Q filed by GrafTech International Ltd.