Filing Details

Accession Number:
0001209191-12-045820
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-09-17 19:01:50
Reporting Period:
2012-09-13
Filing Date:
2012-09-17
Accepted Time:
2012-09-17 19:01:50
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
892553 Chart Industries Inc GTLS Fabricated Plate Work (Boiler Shops) (3443) 341712937
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1266362 F Samuel Thomas One Infinity Corporate Centre Drive
Garfield Heights OH 44125
Chairman, Ceo And President Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, Par Value $0.01 Per Share Acquisiton 2012-09-13 29,800 $6.50 97,648 No 4 M Direct
Common Stock, Par Value $0.01 Per Share Disposition 2012-09-13 29,800 $74.05 67,848 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Stock Option (Right to Buy) Disposition 2012-09-13 29,800 $0.00 29,800 $6.50
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
64,264 2007-06-12 2015-11-23 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, Par Value $0.01 Per Share 31,245 Indirect By Trusts
Common Stock, Par Value $0.01 Per Share 20,000 Indirect By Trust
Common Stock, Par Value $0.01 Per Share 40,000 Indirect By Trust
Common Stock, Par Value $0.01 Per Share 130,000 Indirect By spouse
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Stock Option (Right to Buy) $27.74 2017-08-02 18,300 18,300 Direct
Common Stock Stock Option (Right to Buy) $30.95 2018-01-02 18,950 18,950 Direct
Common Stock Stock Option (Right to Buy) $11.00 2019-01-02 50,000 50,000 Direct
Common Stock Stock Option (Right to Buy) $17.03 2020-01-04 47,170 47,170 Direct
Common Stock Stock Option (Right to Buy) $36.45 2021-01-03 33,070 33,070 Direct
Common Stock Stock Option (Right to Buy) $55.93 2022-01-03 21,410 21,410 Direct
Common Stock Restricted Stock Unit $0.00 2015-01-03 8,840 8,840 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2017-08-02 18,300 18,300 Direct
2018-01-02 18,950 18,950 Direct
2019-01-02 50,000 50,000 Direct
2020-01-04 47,170 47,170 Direct
2021-01-03 33,070 33,070 Direct
2022-01-03 21,410 21,410 Direct
2015-01-03 8,840 8,840 Direct
Footnotes
  1. These securities were acquired pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
  2. 14,474 and 8,661 shares of the total amount beneficially owned were granted on February 22, 2010 and January 3, 2011, respectively, pursuant to restricted stock award agreements under the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3 and remain subject to restriction. The restricted stock awards vest in equal installments on each of the first three anniversaries of the date of grant.
  3. These securities were sold pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
  4. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $74.00 - $74.63. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
  5. No transaction is being reported on this line. Reported on a previously filed Form 4 or Form 5.
  6. Held by trusts for the benefit of the reporting person's family member. The reporting person disclaims beneficial ownership of the shares held by the trusts, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trusts' shares for purposes of Section 16 or for any other purpose.
  7. Held by trust, with spouse as trustee, for the benefit of the reporting person's family member. The reporting person disclaims beneficial ownership of the shares held by the trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trust's shares for purposes of Section 16 or for any other purpose.
  8. Held by trust for the benefit of the reporting person's family members, including his spouse. The reporting person disclaims beneficial ownership of the shares held by the trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trust's shares for purposes of Section 16 or for any other purpose.
  9. These options were exercised pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
  10. These options were granted on November 23, 2005 as performance options under the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3 and became fully vested on June 12, 2007.
  11. These options were granted on August 2, 2007 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  12. These options were granted on January 2, 2008 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  13. These options were granted on January 2, 2009 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  14. These options were granted on January 4, 2010 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  15. These options were granted on January 3, 2011 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  16. These options were granted on January 3, 2012 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
  17. These securities, which are referred to by the Company as Leveraged Restricted Share Units (LRSUs), were granted on January 3, 2012 pursuant to a Leveraged Restricted Share Unit Agreement under the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. Shares of Company common stock will be issued following the vesting of the LRSUs on the third anniversary of the date of grant. The minimum number of shares of Company common stock that will be issued at payment is 50% of the grant amount of LRSUs, and the maximum number of shares of Company common stock that will be issued at payment is 150% of the grant amount of LRSUs.