0001041062-22-000150.txt : 20220906
0001041062-22-000150.hdr.sgml : 20220906
20220906141914
ACCESSION NUMBER: 0001041062-22-000150
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20220906
DATE AS OF CHANGE: 20220906
GROUP MEMBERS: BRANDES INVESTMENT PARTNERS, L.P.
GROUP MEMBERS: BRANDES WORLDWIDE HOLDINGS, L.P.
GROUP MEMBERS: CO-GP, LLC
GROUP MEMBERS: GLENN CARLSON
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: GRAHAM CORP
CENTRAL INDEX KEY: 0000716314
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560]
IRS NUMBER: 161194720
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-34954
FILM NUMBER: 221227957
BUSINESS ADDRESS:
STREET 1: 20 FLORENCE AVE
CITY: BATAVIA
STATE: NY
ZIP: 14020
BUSINESS PHONE: 5853432216
MAIL ADDRESS:
STREET 1: 20 FLORENCE AVENUE
CITY: BATAVIA
STATE: NY
ZIP: 14020
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: BRANDES INVESTMENT PARTNERS, LP
CENTRAL INDEX KEY: 0001015079
IRS NUMBER: 330704072
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: 4275 EXECUTIVE SQUARE
STREET 2: 5TH FLOOR
CITY: LA JOLLA
STATE: CA
ZIP: 92037
BUSINESS PHONE: 8587550239
MAIL ADDRESS:
STREET 1: 4275 EXECUTIVE SQUARE
STREET 2: 5TH FLOOR
CITY: LA JOLLA
STATE: CA
ZIP: 92037
FORMER COMPANY:
FORMER CONFORMED NAME: BRANDES INVESTMENT PARTNERS LLC
DATE OF NAME CHANGE: 20021203
FORMER COMPANY:
FORMER CONFORMED NAME: BRANDES INVESTMENT PARTNERS L P
DATE OF NAME CHANGE: 19990325
SC 13G
1
Graham_Corp_08_31_22.txt
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1) *
Graham Corporation
(Name of Issuer)
Common Shares
(Title of Class of Securities)
384556106
(CUSIP Number)
August 31, 2022
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[x] Rule 13d-1 (b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
persons initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities
Exchange Act of 1934 (Act) or otherwise subject to the liabilities of
that section of the ACT but shall be subject to all other provisions of
the Act (however, see the Notes).
SEC 1745 (3-98)
CUSIP No.384556106
1.
Names of Reporting Persons.
Brandes Investment Partners, L.P.
I.R.S. Identification Nos. of above persons (entities only).
33-0704072?
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially owned by Each
Reporting Person With:
5.
Sole Voting Power
6.
Shared Voting Power
657,100
7.
Sole Dispositive Power
8.
Shared Dispositive Power
1,079,100
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
1,079,100
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
11.
Percent of Class Represented by Amount in Row (9)
10.16 %
12.
Type of Reporting Person (See Instructions)
IA, PN
CUSIP No.384556106
1.
Names of Reporting Persons.
CO-GP, LLC
I.R.S. Identification Nos. of above persons (entities only).
73-1677697
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially owned by Each
Reporting Person With:
5.
Sole Voting Power
6.
Shared Voting Power
657,100
7.
Sole Dispositive Power
8.
Shared Dispositive Power
1,079,100
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
1,079,100 shares are deemed to be
beneficially owned by CO-GP, LLC
as a control person of the investment adviser. CO-GP, LLC
disclaims any direct ownership
of the shares reported in this Schedule 13G, except for an
amount that is substantially
less than one per cent of the
number of shares reported herein.
10.
Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
11.
Percent of Class Represented by Amount in Row (9)
10.16 %
12.
Type of Reporting Person (See Instructions)
CO, OO (Control Person)
CUSIP No.384556106
1.
Names of Reporting Persons.
Brandes Worldwide Holdings, L.P.
I.R.S. Identification Nos. of above persons (entities only).
33-0836630
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3.
SEC Use Only
4.
Citizenship or Place of Organization
Delaware
Number of Shares Beneficially owned by Each
Reporting Person With:
5.
Sole Voting Power
6.
Shared Voting Power
657,100
7.
Sole Dispositive Power
8.
Shared Dispositive Power
1,079,100
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
1,079,100 shares are deemed to be
beneficially owned by Brandes
Worldwide Holdings, L.P., as a
control person of the
investment adviser. Brandes
Worldwide Holdings, L.P.
disclaims any direct ownership
of the shares reported in this
Schedule 13G.
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
11.
Percent of Class Represented by Amount in Row (9)
10.16 %
12.
Type of Reporting Person (See Instructions)
PN, OO (Control Person)
CUSIP No.384556106
1.
Names of Reporting Persons.
Glenn Carlson
I.R.S. Identification Nos. of above persons (entities only).
2.
Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)
3.
SEC Use Only
4.
Citizenship or Place of Organization
USA
Number of Shares Beneficially owned by Each
Reporting Person With:
5.
Sole Voting Power
6.
Shared Voting Power
657,100
7.
Sole Dispositive Power
8.
Shared Dispositive Power
1,079,100
9.
Aggregate Amount Beneficially Owned by Each Reporting Person
1,079,100 shares are deemed to be
beneficially owned by Glenn Carlson,
a control person of the investment adviser.
Mr. Carlson disclaims any direct
ownership of the shares reported in Schedule 13G,
except for the amount that is
substantially less than one per
cent of the number of shares reported herein.
10.
Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
11.
Percent of Class Represented by Amount in Row (9)
10.16 %
12.
Type of Reporting Person (See Instructions)
IN, OO (Control Person)
Item 1(a) Name of Issuer:
Graham Corporation
Item 1(b) Address of Issuers Principal Executive Offices:
20 Florence Avenue
Batavia, NY 14020
Item 2(a) Name of Person Filing:
(i) Brandes Investment Partners, L.P.
(ii) CO-GP, LLC.
(iii) Brandes Worldwide Holdings, L.P.
(iv) Glenn Carlson
Item 2(b) Address of Principal Business office or, if None, Residence:
(i) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(ii) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(iii) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
(iv) 4275 Executive Square, 5th Floor, La Jolla, CA 92037
Item 2(c) Citizenship
(i) Delaware
(ii) Delaware
(iii) Delaware
(iv) USA
Item 2(d) Title of Class Securities:
Common Shares
Item 2(e) CUSIP Number:
384556106
Item 3. If this statement is filed pursuant to 240.13d-1(b), or 240.13d-2(b)
or (c), check whether the person filing is a:
(a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c).
(d) Investment company registered under section 8 of
the Investment Company Act (15 U.S.C. 80a-8).
(e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E).
(f) An employee benefit plan or endowment fund in
accordance with 240.13d-1(b)(ii)(F).
(g) A parent holding company or control person in
accordance with 240.13d-1(b)(1)(ii)(G).
(h) A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) A church plan that is excluded from the definition of
an investment company under section 3(c)(14)
of the Investment Company Act of 1940
(15 U.S.C. 80a-3).
(j) Group, in accordance with 240.13d-1(b)(1)(ii)(J).
This statement is filed by Brandes
Investment Partners, L.P., an investment
adviser registered under the Investment
Advisers Act of 1940, its control persons
and its holding company. (See, also, Exhibit A.)
Item 4. Ownership:
(a) Amount Beneficially Owned: 1,079,100
(b) Percent of Class: 10.16 %
(c) Number of shares as to which the joint filers have:
(i) sole power to vote or to direct the vote: 0
(ii) shared power to vote or to direct the vote: 657,100
(iii) sole power to dispose or to direct the disposition of: 0
(iv) shared power to dispose or to direct the disposition of: 1,079,100
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report
the fact that as of the date hereof the
reporting person has ceased to be the
beneficial owner of more than five percent
of the class securities, check the following. N/A
Item 6. Ownership of More than Five Percent on
Behalf of Another Person.
N/A
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company.
N/A
Item 8. Identification and Classification of
Members of the Group.
See Exhibit A
Item 9. Notice of Dissolution of Group.
N/A
Item 10. Certification:
(a) The following certification shall be
included if the statement is filed
pursuant to 240.13d1(b):
By signing below I certify that, to
the best of my knowledge and belief,
the securities referred to above were
acquired and held in the ordinary
course of business and were not
acquired and are not held for the
purpose of or with the effect of
changing or influencing the control of
the issuer of the securities and were
not acquired and are not held in
connection with or as a participant in
any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information
set forth in this statement is true, complete and correct.
Date: September 2, 2022
BRANDES INVESTMENT PARTNERS, L.P.
By: /s/ Glenn Carlson
Glenn Carlson, General Partner
CO-GP, LLC its General Partner
CO-GP, LLC
By: /s/ Glenn Carlson
Glenn Carlson, General Partner
BRANDES WORLDWIDE HOLDINGS, L.P.
By: /s/ Glenn Carlson
Glenn Carlson of CO-GP, LLC its General Partner
By: /s/ Glenn Carlson
Glenn Carlson, Control Person
EXHIBIT A
Identification and Classification of Members of the Group
Pursuant to Rule 13d-1(b)(ii)(J) and Rule 13d-
1(k)(1) under the Securities and Exchange Act of
1934, the members of the group making this joint
filing are identified and classified as follows:
Name: Brandes Investment Partners, L.P. (the Investment Adviser)
Classification: Investment adviser registered under
Investment Advisers Act of 1940
Name: Co-GP, LLC
Classification: A control person of the Investment Adviser
Name: Brandes Worldwide Holdings, L.P.
Classification: A control person of the Investment Adviser
Name
Glenn Carlson
Classification: A control person of the Investment Adviser
EXHIBIT B
Joint Filing Agreement Pursuant to Rule 13d-1
This agreement is made pursuant to Rule 13d-
1(b)(ii)(J) and Rule 13d-1(k)(1) under the
Securities and Exchange Act of 1934 (the Act) by and
among the parties listed below, each referred to
herein as a Joint Filer. The Joint Filers agree
that a statement of beneficial ownership as required
by Sections 13(g) or 13(d) of the Act and the Rules
thereunder may be filed on each of their behalf on
Schedule 13G or Schedule 13D, as appropriate, and
that said joint filing may thereafter be amended by
further joint filings. The Joint Filers state that
they each satisfy the requirements for making a
joint filing under Rule 13d-1.
Dated: September 2, 2022
BRANDES INVESTMENT PARTNERS, L.P.
By: /s/ Glenn Carlson
Glenn Carlson, General Partner of
Co-GP, LLC.
Co-GP, LLC.
By: /s/ Glenn Carlson
Glenn Carlson, General Partner
EXHIBIT C
Disclaimer of Beneficial Ownership
Co-GP, LLC, Brandes Worldwide Holdings, L.P., Glenn
Carlson, and Jeff Busby disclaim beneficial interest
as to the shares referenced above, except for an
amount equal to substantially less than one percent
of the shares reported on this Schedule 13D. None
of these entities or individuals holds the above-
referenced shares for its/his own account except on
a de minimis basis.
/s/Glenn Carlson
Glenn Carlson
/s/Jeff Busby
Jeff Busby