SEC FORM 5

SEC Form 5

FORM 5

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

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

GORMAN JEFFREY S

(Last)

(First)

(Middle)

THE GORMAN-RUPP COMPANY

600 SOUTH AIRPORT ROAD

(Street)

MANSFIELD

44903

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GORMAN RUPP CO [ GRC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Chairman

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock							7,795⁽¹⁾⁽²⁾	I	By Jeffrey S. Gorman Trust (BR)
Common Stock							160,785⁽³⁾	I	By 2011 Jeffrey S. Gorman Trust (Mechanics)
Common Stock	12/22/2021		G	175,000	D	$0.00	409,282⁽⁴⁾	I	By Jeffrey S. Gorman Trust Custody
Common Stock (401-K Plan)							66,416⁽⁵⁾	I	By 401-K trust
Common Stock							62,500⁽⁶⁾	I	By MNG FBO Jeffrey 2011 Trust
Common Stock	12/22/2021		G	175,000	A	$0.00	175,000	I	By Michele Gorman Trust 2021.
Common Stock							123,301⁽⁷⁾	I	By Michele S Gorman Trust Custody
Common Stock							840,258⁽⁸⁾	I	By family

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Balance reflects 122 shares of common stock acquired under the dividend reinvestment feature of the Company's Direct Stock Purchase Plan between February 25, 2021 and December 31, 2021.

2. Balance reflects 584,282 shares transferred to the Jeffrey S. Gorman Trust Custody, of which Mr. Gorman is a Trustee, between February 25, 2021 and December 31, 2021.

3. Balance reflects 62,500 shares transferred to the MNG FBO Jeffrey 2011 Trust, of which Mr. Gorman is a Trustee, between February 25, 2021 and December 31, 2021.

4. Balance reflects 584,282 shares transferred from the Jeffrey S. Gorman Trust (BR) between February 25, 2021 and December 31, 2021.

5. Balance reflects 734 shares of common stock acquired under the Company's 401-K Plan between February 25, 2021 and December 31, 2021.

6. Balance reflects 62,500 shares transferred from the 2011 Jeffrey S. Gorman Trust (Mechanics) between February 25, 2021 and December 31, 2021.

7. Balance reflects 123,301 shares transferred from the Michele S. Gorman Trust (BR) between February 25, 2021 and December 31, 2021.

8. Balance reflects 87 shares of common stock acquired under the dividend reinvestment feature of the Company's Direct Stock Purchase Plan between February 25, 2021 and December 31, 2021.

Remarks:

	Jeffrey S. Gorman BY:/s/Brigette A. Burnell Attorney-in-Fact	02/14/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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