GrafTech International Ltd

Item 1A. Risk Factors

The information set forth in this quarterly report on Form 10-Q, including, without limitation, the risk factor presented below, updates and should be read in conjunction with, the risk factors and information disclosed in Part 1, Item 1A., Risk

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Table of PART II. OTHER INFORMATION (CONT'D)

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

Factors, in our Annual Report on Form 10-K filed on February 14, 2025. You should not interpret the disclosure of any risk factor to imply that the risk has not already materialized.

We may require a full valuation allowance onThe listing of shares of our deferred tax assets since it is more likely than not that all or a portion of our deferred tax assets will not be realized. Future adjustcommon stock does not currently comply with the continued listing requirements toof the realizability of oNYSE, and if the NYSE delists our deferred tax assets maycommon stock, it could have a materialn adverse impact on our financial conthe trading, liquiditiony and results market price of operations.

Determining whether a valuation allowance for deferred tax assets is appropriate requires significant judgment and an evaluation of all positiveur common stock.

The Companys common stock is listed on the NYSE under the symbol EAF. The price of our common stock may be adversely affected due to, among other things, our financial results and negative evidence. We assess the need for, or the sufficiency of, a valuation allowance against deferred tax assemarket conditions. The Company's common stock does not currently comply with the continued listing requirements atin the end of each reporting period. In maNYSEs minimum share price standard.

We are seeking such an assessmento effect a reverse stock split, significant weight is given to evidence that can be objectively verified. New facts and circumstances, future finanubject to obtaining stockholder approval, in order to address the $1.00 minimum bid price requirement under NYSE rules at our upcoming Special results and new tax legislation, amonMeeting other factors, may require us to reevaluate our valuation allowance positions which could potentially affef Stockholders expected to be held August 14, 2025. In the event the Reverse Stock Split is implemented, we cannot predict ourthe effective tax rate.

Our losses i that the Reverse Stock Split would have on the U.S. and Switzerland in recent periodsmarket price for shares of our common stock, and the potential fohistory of similar respective losses throughout 2025 may lead to a cumulative loss and may represent sufficient verse stock splits for companies in like circumstances has varied. Some investors may have a negative evidence to require a full valuation allowance on U.S. deferred tax assets and Switzerland deferred tax assets, which would increase oview of a reverse stock split. Even if the Reverse Stock Split were to have a positive effect on the market price for shares of our expenses in thecommon stock, period the allowaformance is recognizedof our business and adversely affect our financialfinancial results, general economic conditions and results of othe market peraceptions. We continue to monitor the likelihood that we will be able to recover our deferre of our business, and other adverse factors which may not be in our control could lead tax assets, includo a decrease in the price of our common stock following thoe Reverse for which a valuation allowance is recorded. TStock Split. Further, even if we implement the Reverse Stock Split in the time period required, there can be no assurance that our deferred tax assetsstock price of our common stock will be fully realized. The deterremain above the mination to record a valuation allowance is subject to objective factorsimum $1.00 bid price required for any post-split NYSE monitoring period or otherwise. A delisting for that may not beis reason or any other readily predicted in advance and mayson could materially affect our ability to raise capital, adversely affect our financial condition business and resultsthe price of operations.ur common stock.