Chart Industries 8-K notes Q2 2025 release, drops scheduled call

Rhea-AI Filing Summary

Chart Industries filed an Form 8-K on 29 Jul 2025 to furnish its Q2-25 earnings press release (Ex. 99.1). The release—deemed “furnished” rather than “filed”—contains GAAP and reconciled non-GAAP metrics, but the actual figures are not included in this report. Management states that it uses the non-GAAP data to evaluate performance and believes investors will find them helpful for period comparisons.

Notably, the Company cancelled its previously announced earnings conference call scheduled for 31 Jul 2025. No reason for the cancellation is provided in the filing.

No other material events, transactions or financial statements accompany the report.

Positive

• None.

Negative

• Cancellation of the scheduled Q2-25 earnings conference call reduces management–investor interaction and may hinder real-time transparency.

Insights

Financial Analyst

TL;DR: Earnings release furnished; call cancelled; impact neutral until numbers disclosed.

The 8-K simply notifies investors that Q2-25 results are available in an attached press release. Because numerical data are absent from the filing, valuation implications cannot yet be assessed. The unexpected cancellation of the earnings call removes a forum for management Q&A, limiting near-term transparency. Pending review of the full press release, the disclosure is operationally routine and does not, by itself, change the investment thesis.

Corporate Governance Expert

TL;DR: Routine furnishing, but call cancellation slightly weakens governance optics.

Furnishing the press release complies with Reg FD and keeps investors informed. However, cancelling a scheduled earnings call narrows stakeholder engagement and could raise minor governance concerns if not promptly rescheduled. In absence of a stated reason, the effect is reputational rather than regulatory. Overall impact remains neutral pending additional context.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________________________

FORM 8-K

_____________________________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2025

____________________________________

CHART INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

_____________________________________

Delaware

001-11442

34-1712937

(State of other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

2200 Airport Industrial Drive, Suite 100, Ball Ground, Georgia 30107

(Address of principal executive offices) (ZIP Code)

Registrant’s telephone number, including area code: (770) 721-8800

_____________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01

GTLS

New York Stock Exchange

Depositary shares, each representing 1/20th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock, par value $0.01

GTLS.PRB

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02    Results of Operations and Financial Condition.

On July 29, 2025, Chart Industries, Inc. (the “Company”) issued a news release announcing the Company’s financial results for the second quarter ended ended June 30, 2025. A copy of the news release is furnished with this Current Report on Form 8-K as Exhibit 99.1. All information in the news release is furnished and shall not be deemed “filed” with the Securities and Exchange Commission for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liability of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent the Company specifically incorporated it by reference.

As set forth in the news release, the Company has cancelled its previously announced conference call to discuss its second quarter 2025 financial results that had been scheduled for Thursday, July 31, 2025 at 8:30 am ET.

The news release furnished with this Current Report on Form 8-K includes measures of which exclude certain items required to be presented under generally accepted accounting principles (“GAAP”). These measures are not recognized under generally accepted accounting principles (“GAAP”) and are referred to as “non-GAAP financial measures” in Regulation G under the Exchange Act. The Company believes these measures are of interest to investors and facilitate useful period-to-period comparisons of the Company’s financial results, and this information is used by the Company in evaluating internal performance. The non-GAAP measures are reconciled to the most directly comparable GAAP measure in tables at the end of the news release.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.			Description
99.1			Chart Industries, Inc. News Release, dated July 29, 2025, announcing the Company's 2025 second quarter results

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Chart Industries, Inc.

Date: July 29, 2025

By: /s/ Jillian C. Evanko
Jillian C. Evanko
President and Chief Executive Officer

3

FAQ

What did Chart Industries (GTLS) announce in its 8-K dated July 29 2025?

The company furnished its Q2 2025 earnings press release and noted that the related conference call was cancelled.

Does the 8-K include GTLS’s Q2 2025 financial numbers?

No. The filing only references the press release (Ex. 99.1); actual figures are not in the 8-K text.

Why was Chart Industries’ July 31 2025 earnings call cancelled?

The filing states the call was cancelled but does not provide a reason.

Are non-GAAP measures discussed in this filing?

Yes. The press release contains non-GAAP metrics reconciled to GAAP; management says they aid period-to-period comparisons.

Is the information in the press release considered "filed" with the SEC?

No. It is furnished under Item 2.02 and is not subject to Section 18 liability unless later incorporated by reference.