Chart Industries president’s shares canceled at $210

Chart Industries president Gerald F. Vinci reported issuer dispositions of common stock and equity awards in connection with a merger with Baker Hughes Company.

Rhea-AI Filing Summary

Chart Industries president Gerald F. Vinci reported issuer dispositions of common stock and equity awards in connection with a merger with Baker Hughes Company. A total of 27,024 directly held shares and 475 spousal shares of Chart common stock were automatically canceled at $210.00 per share and converted into the right to receive cash under the Merger Agreement. In addition, performance stock units, restricted stock units and stock options over several thousand Chart shares were canceled or converted into cash or Baker Hughes restricted stock units as specified in the merger terms.

Insider Trade Summary

Disposition: 41,156 shares

Disposition 5 txns

Insider Vinci Gerald F

Role President

Type	Security	Shares	Price	Value
Disposition	Stock Option (Right to Buy) F2	2,560	--	--
Disposition	Restricted Stock Units F3	7,577	--	--
Disposition	Performance Stock Units F4	3,520	--	--
Disposition	Common stock, par value $0.01 per share F1	27,024	$210.00	$5.68M
Disposition	Common stock, par value $0.01 per share F1	475	$210.00	$100K

Holdings After Transaction: Stock Option (Right to Buy) — 0 contracts (Direct); Restricted Stock Units — 0 contracts (Direct); Performance Stock Units — 0 contracts (Direct); Common stock, par value $0.01 per share — 0 shares (Direct); Common stock, par value $0.01 per share — 0 shares (Indirect, By spouse)

Footnotes (4)

1. F1. Pursuant to that certain Agreement and Plan of Merger, dated as of July 28, 2025 (the "Merger Agreement"), by and among Baker Hughes Company, Tango Merger Sub, Inc. and Chart Industries, Inc. (the "Company"), at the Effective Time (as defined in the Merger Agreement), the shares of common stock (the "Chart Common Stock") were automatically canceled and converted into the right to receive a cash payment of $210.00 per share of Chart Common Stock (the "Merger Consideration").
2. F2. Pursuant to the Merger Agreement, each Chart stock option (each a "Chart Stock Option") held by the reporting person, whether or not vested, was converted into a right to receive an amount in cash equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart Stock Option immediately prior to the Effective Time and (y) the excess, if any, of the Merger Consideration over the applicable exercise price.
3. F3. Pursuant to the Merger Agreement, (i) 2,597 time-vesting Chart restricted stock units (each a "Chart RSU") held by the reporting person that were granted prior to the date of the Merger Agreement fully vested and were converted into a right to receive an amount in cash equal to the Merger Consideration; and (ii) 4,980 Chart RSUs granted on or after the date of the Merger Agreement were converted into the right to receive a Baker Hughes restricted stock unit with respect to a number of shares equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart RSU, including any unpaid dividends or dividend equivalents, and (y) an equity award exchange ratio based on the Merger Consideration, in each case determined in accordance with the Merger Agreement.
4. F4. Pursuant to the Merger Agreement, each restricted stock unit that was subject to performance-based vesting conditions (each, a "Chart PSU") held by the reporting person vested pro-rata based on the number of full months completed in the applicable performance period prior to the Effective Time in accordance with the underlying award agreement and was converted into a right to receive an amount in cash equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart PSU immediately prior to the Effective Time with the level of performance deemed to be satisfied at the target level of performance and (y) the Merger Consideration, and the remaining unvested portion of each such Chart PSU that did not accelerate and vest was canceled and converted into the right to receive a separate cash-based award in accordance with the Merger Agreement.

Key Figures

Merger Consideration per Share: $210.00 per share Direct Shares Disposed: 27,024 shares Spousal Shares Disposed: 475 shares +5 more

8 metrics

Merger Consideration per Share $210.00 per share Cash paid for each share of Chart common stock at the Effective Time

Direct Shares Disposed 27,024 shares Chart common stock held directly by Gerald F. Vinci canceled for cash

Spousal Shares Disposed 475 shares Chart common stock held indirectly by spouse canceled for cash

Performance Stock Units Disposed 3,520 units Chart performance stock units canceled or settled under the Merger Agreement

Restricted Stock Units Disposed 7,577 units Chart RSUs canceled or converted in connection with the merger

Stock Options Disposed 2,560 options Chart stock options converted into cash rights under the Merger Agreement

RSUs Vested for Cash 2,597 RSUs Time-vesting RSUs vested and paid in cash at the Merger Consideration

RSUs Converted to Baker Hughes RSUs 4,980 RSUs Chart RSUs converted into Baker Hughes restricted stock units using an exchange ratio

Key Terms

Agreement and Plan of Merger, Merger Consideration, Performance Stock Units, Restricted Stock Units, +2 more

6 terms

Agreement and Plan of Merger regulatory

"Pursuant to that certain Agreement and Plan of Merger, dated as of July 28, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Merger Consideration financial

"converted into the right to receive a cash payment of $210.00 per share of Chart Common Stock"

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

Performance Stock Units financial

"each restricted stock unit that was subject to performance-based vesting conditions (each, a "Chart PSU")"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

Restricted Stock Units financial

"time-vesting Chart restricted stock units (each a "Chart RSU") held by the reporting person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Chart Stock Option financial

"each Chart stock option (each a "Chart Stock Option") held by the reporting person"

equity award exchange ratio financial

"and (y) an equity award exchange ratio based on the Merger Consideration"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Chart Industries (GTLS) president Gerald F. Vinci report in this Form 4?

Gerald F. Vinci reported issuer dispositions of his Chart Industries equity in connection with a merger. His common shares and various equity awards were automatically canceled and converted into cash or Baker Hughes equity pursuant to the Merger Agreement.

How many Chart Industries (GTLS) common shares were canceled for Gerald F. Vinci?

Vinci had 27,024 directly held shares and 475 spousal shares of Chart common stock canceled. These shares were automatically converted into the right to receive $210.00 in cash per share at the merger’s effective time.

What cash amount per share did Gerald F. Vinci receive for Chart Industries (GTLS) stock?

Each share of Chart common stock was converted into the right to receive $210.00 per share in cash. This Merger Consideration applied to Vinci’s directly held and spousal shares as described in the Merger Agreement with Baker Hughes.

How were Gerald F. Vinci’s Chart Industries (GTLS) stock options treated?

Each Chart stock option held by Vinci was converted into a right to receive cash. The cash equals the number of underlying shares multiplied by the excess, if any, of the $210.00 Merger Consideration over the option’s exercise price, as set out in the Merger Agreement.

What happened to Gerald F. Vinci’s Chart Industries (GTLS) restricted stock units?

Vinci’s pre-merger Chart RSUs fully vested for 2,597 units and were paid in cash at $210.00 per share. An additional 4,980 Chart RSUs were converted into Baker Hughes restricted stock units using an equity award exchange ratio tied to the Merger Consideration.

How were Gerald F. Vinci’s performance stock units in Chart Industries (GTLS) handled?

Each performance-based RSU vested on a pro-rata basis based on completed months in the performance period, with performance deemed at target. Vested units were paid in cash at $210.00 per share, and remaining unvested portions became separate cash-based awards.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/16/2026 - 04:03 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Vinci Gerald F

(Last) (First) (Middle)

C/O CHART INDUSTRIES, INC.

8665 NEW TRAILS DRIVE, SUITE 100

(Street)

THE WOODLANDS TEXAS 77381

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CHART INDUSTRIES INC [ GTLS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common stock, par value $0.01 per share	07/16/2026		D(1)		27,024	D	$210	0	D
Common stock, par value $0.01 per share	07/16/2026		D(1)		475	D	$210	0	I	By spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(2)	07/16/2026		D			2,560	(2)	(2)	Common Stock	2,560	(2)	0	D
Restricted Stock Units	(3)	07/16/2026		D			7,577	(3)	(3)	Common Stock	7,577	(3)	0	D
Performance Stock Units	(4)	07/16/2026		D			3,520	(4)	(4)	Common Stock	3,520	(4)	0	D

Explanation of Responses:

1. Pursuant to that certain Agreement and Plan of Merger, dated as of July 28, 2025 (the "Merger Agreement"), by and among Baker Hughes Company, Tango Merger Sub, Inc. and Chart Industries, Inc. (the "Company"), at the Effective Time (as defined in the Merger Agreement), the shares of common stock (the "Chart Common Stock") were automatically canceled and converted into the right to receive a cash payment of $210.00 per share of Chart Common Stock (the "Merger Consideration").

2. Pursuant to the Merger Agreement, each Chart stock option (each a "Chart Stock Option") held by the reporting person, whether or not vested, was converted into a right to receive an amount in cash equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart Stock Option immediately prior to the Effective Time and (y) the excess, if any, of the Merger Consideration over the applicable exercise price.

3. Pursuant to the Merger Agreement, (i) 2,597 time-vesting Chart restricted stock units (each a "Chart RSU") held by the reporting person that were granted prior to the date of the Merger Agreement fully vested and were converted into a right to receive an amount in cash equal to the Merger Consideration; and (ii) 4,980 Chart RSUs granted on or after the date of the Merger Agreement were converted into the right to receive a Baker Hughes restricted stock unit with respect to a number of shares equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart RSU, including any unpaid dividends or dividend equivalents, and (y) an equity award exchange ratio based on the Merger Consideration, in each case determined in accordance with the Merger Agreement.

4. Pursuant to the Merger Agreement, each restricted stock unit that was subject to performance-based vesting conditions (each, a "Chart PSU") held by the reporting person vested pro-rata based on the number of full months completed in the applicable performance period prior to the Effective Time in accordance with the underlying award agreement and was converted into a right to receive an amount in cash equal to the product of (x) the number of shares of Chart Common Stock subject to such Chart PSU immediately prior to the Effective Time with the level of performance deemed to be satisfied at the target level of performance and (y) the Merger Consideration, and the remaining unvested portion of each such Chart PSU that did not accelerate and vest was canceled and converted into the right to receive a separate cash-based award in accordance with the Merger Agreement.

Remarks:

	/s/ Gerald F. Vinci, by Arthur C. Hall III, his attorney-in-fact	07/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)