[Form 4] Chart Industries, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Chart Industries, Inc. (GTLS) – Form 4 filing (15 Jul 2025)

Chief Accounting Officer Mark Durham reported the grant of 640 restricted stock units (RSUs) on 11 Jul 2025 under the company’s 2024 Omnibus Equity Plan. The award was made at $0 cost to the insider and is exempt under Rule 16b-3. The units convert into common shares on a pro-rata schedule: one-third on each of the first three anniversaries of the grant date, subject to tax withholding.

Following the transaction, Durham’s direct beneficial ownership increased to 1,970 common shares. No derivative securities were involved, and no dispositions occurred.

• Form type: Insider acquisition (code “A”)
• Position: Chief Accounting Officer
• Ownership structure: Direct
• Transaction likely represents routine equity compensation and signals continued executive alignment with shareholders, albeit for a modest number of shares.

Positive

• Executive alignment: Chief Accounting Officer increased direct ownership by 640 RSUs, reinforcing long-term shareholder alignment.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine RSU grant; minor positive signal, limited valuation impact.

The 640-share RSU award to GTLS’s CAO represents approximately US$145,000 at the recent ~$226 share price—immaterial versus GTLS’s ~$9 bn market cap but incrementally aligns the officer with shareholders. Vesting over three years supports retention. No sale or option exercise suggests no immediate liquidity action. Overall, this is a neutral-to-slightly-positive governance event with negligible financial impact.

Corporate Governance Expert

TL;DR: Standard equity compensation, strengthens long-term incentives.

The Form 4 discloses a typical time-based RSU grant under the 2024 plan. A three-year ratable vest schedule is best practice, linking executive pay to sustained performance. Lack of performance conditions tempers the strength of alignment, yet ongoing ownership (1,970 shares) exceeds the CAO’s annual base salary multiple guideline. No red flags noted; impact on corporate governance stance is modestly positive.

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

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

1. Name and Address of Reporting Person^*

Durham Mark

(Last) (First) (Middle)

2200 AIRPORT INDUSTRIAL DRIVE, SUITE 100

(Street)

BALL GROUND GA 30107

(City) (State) (Zip)

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)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/11/2025

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

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

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

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(1)	07/11/2025		A		640	A	$0	1,970	D

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

Explanation of Responses:

1. These restricted share units were granted on July 11, 2025 pursuant to the Chart Industries, Inc. 2024 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. Shares of Company common stock will be issued with respect to one-third (1/3) of the total number of shares on each of the first three anniversaries of the date of grant, subject to tax withholding requirements.

Remarks:

	/s/ Mark Durham, by Gregory J. Dziak, his attorney-in-fact	07/15/2025
	** 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.

FAQ

What did GTLS disclose in the 15 Jul 2025 Form 4?

GTLS reported Chief Accounting Officer Mark Durham received 640 RSUs on 11 Jul 2025 under the 2024 Omnibus Equity Plan.

How many GTLS shares does Mark Durham now own?

After the grant, Durham’s direct beneficial ownership totals 1,970 common shares.

What is the vesting schedule for the new RSUs?

The RSUs vest one-third each year over the first three anniversaries of the 11 Jul 2025 grant date.

Was there any cash cost or sale involved in the transaction?

No. The RSUs were awarded at $0 price and no shares were sold or disposed of.

Does this Form 4 indicate insider buying in the open market?

No. The filing reflects an equity award, not an open-market purchase.