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Filing Details

Accession Number:: 0001209191-12-012891
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-02-24 16:19:29
Reporting Period:: 2012-02-22

Filing Date:: 2012-02-24
Accepted Time:: 2012-02-24 16:19:29
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

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.01 Per Share	Disposition	2012-02-22	5,261	$62.29	52,269	No	4	F	Direct
Common Stock, Par Value $0.01 Per Share	Acquisiton	2012-02-23	29,039	$0.00	81,308	No	4	A	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2012-02-23	13,460	$66.21	67,848	No	4	F	Direct
Common Stock, Par Value $0.01 Per Share	Acquisiton	2012-02-23	50,000	$6.50	117,848	No	4	M	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2012-02-23	50,000	$64.89	67,848	No	4	S	Direct
Common Stock, Par Value $0.01 Per Share	Acquisiton	2012-02-24	8,000	$6.50	75,848	No	4	M	Direct
Common Stock, Par Value $0.01 Per Share	Disposition	2012-02-24	8,000	$68.15	67,848	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	F	Direct
No	4	A	Direct
No	4	F	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option (Right to Buy)	Disposition	2012-02-23	50,000	$0.00	50,000	$6.50
Common Stock	Stock Option (Right to Buy)	Disposition	2012-02-24	8,000	$0.00	8,000	$6.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
194,264	2007-06-12	2015-11-23	No	4	M	Direct
186,264	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

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Sec. Name	Sec. Type	Price	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

The reporting person surrendered 5261 shares upon vesting of 1/3 of the reporting person's February 22, 2010 restricted stock award, to satisfy tax withholding liabilities, in an exempt transaction under Rule 16b-3.
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.
Represents performance units granted on February 23, 2009 under the Chart Industries, Inc. 2005 Stock Incentive Plan that have vested and are paid out in shares of common stock.
The reporting person surrendered 13,460 shares upon vesting of performance units, to satisfy tax withholding liabilities, in an exempt transaction under Rule 16b-3.
These securities were acquired pursuant to a prearranged trading plan adopted on November 9, 2011, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
These securities were sold pursuant to a prearranged trading plan adopted on November 9, 2011, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $64.00 - $65.55. 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.
Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $68.00 - $68.44. 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.
No transaction is being reported on this line. Reported on a previously filed Form 4 or Form 5.
Held by trusts for the benefit of the reporting person's daughter. 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.
Held by trust, with spouse as trustee, for the benefit of the reporting person's son. 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.
Held by trust for the benefit of the reporting person's family, including his spouse and daughter. 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.
These options were exercised pursuant to a prearranged trading plan adopted on November 9, 2011, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
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.
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.
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.
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.
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.
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.
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.
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.