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Chart CFO equity converted at $210 per share

Chart Industries VP & Chief Financial Officer Joseph Robert Brinkman reported dispositions of 15,676 shares of common stock and multiple equity awards on July 16, 2026.

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Form Type
4

Rhea-AI Filing Summary

Chart Industries VP & Chief Financial Officer Joseph Robert Brinkman reported dispositions of 15,676 shares of common stock and multiple equity awards on July 16, 2026. Under the Agreement and Plan of Merger with Baker Hughes Company, Chart stock was automatically canceled and converted into the right to receive $210.00 per share or equivalent consideration, leaving no reported direct holdings of these Chart securities.

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Insider Brinkman Joseph Robert
Role VP & Chief Financial Officer
Type Security Shares Price Value
Disposition Stock Option (Right to Buy) F2 2,120 -- --
Disposition Restricted Stock Units F3 6,662 -- --
Disposition Performance Stock Units F4 2,813 -- --
Disposition Common stock, par value $0.01 per share F1 15,676 $210.00 $3.29M
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)
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) 2,542 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) 4,120 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.
Common shares disposed 15,676 shares Disposition to issuer at merger Effective Time for $210.00 per share Merger Consideration
Merger Consideration $210.00 per share Cash paid per share of Chart Common Stock under the Merger Agreement
Performance Stock Units disposed 2,813 units Performance-based restricted stock units (Chart PSUs) disposed in connection with the merger
Restricted Stock Units disposed 6,662 units Chart RSUs either vested for cash at $210.00 or converted into Baker Hughes RSUs per Merger Agreement
Stock options disposed 2,120 options Chart stock options converted into cash rights based on $210.00 less the applicable exercise price, if any
Derivative transactions reported 3 Number of derivative equity award dispositions (PSUs, RSUs, options) reported for the officer
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 (the "Merger Consideration")"
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.
Chart Stock Option financial
"each Chart stock option (each a "Chart Stock Option") held by the reporting person"
equity award exchange ratio financial
"an equity award exchange ratio based on the Merger Consideration, in each case determined"
cash-based award financial
"remaining unvested portion of each such Chart PSU ... was canceled and converted into the right to receive a separate cash-based award"

FAQ

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

What did GTLS VP & CFO Joseph Brinkman report in this Form 4?

He reported dispositions of all reported Chart equity, including common shares and awards, on July 16, 2026. These transactions occurred under the Baker Hughes merger, where Chart stock and related awards were canceled or converted into cash and replacement equity per the Merger Agreement.

How many Chart Industries (GTLS) shares did the CFO dispose of and at what price?

Joseph Brinkman disposed of 15,676 shares of Chart common stock, each converted into the right to receive $210.00 per share. This resulted from the merger mechanics, where Chart common stock was automatically canceled and exchanged for cash consideration defined as the Merger Consideration.

How is the Baker Hughes and Chart Industries (GTLS) merger reflected in this insider filing?

The filing shows that, at the Effective Time of the Agreement and Plan of Merger, Chart common stock and equity awards were automatically canceled or converted. Holders received cash at $210.00 per share or Baker Hughes equity-based awards, consistent with the Merger Agreement terms.

What happened to Joseph Brinkman’s PSUs and RSUs in the GTLS merger?

His performance stock units and restricted stock units were disposed of in issuer transactions tied to the merger. PSUs vested pro‑rata at target performance and converted to cash, while certain RSUs vested for cash and others converted into Baker Hughes restricted stock units via an equity award exchange ratio.

What treatment did Brinkman’s Chart stock options receive in the GTLS merger?

Each Chart stock option was converted into a right to receive cash equal to the number of shares underlying the option times the excess, if any, of the $210.00 Merger Consideration over the option’s exercise price, in line with the Merger Agreement provisions.

Does the GTLS Form 4 show any remaining Chart holdings for the CFO after the merger?

For each reported security, total holdings after the transaction are shown as zero. That indicates no direct holdings of the reported Chart common stock, performance stock units, restricted stock units, or options remain following the merger-related cancellations and conversions.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Brinkman Joseph Robert

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP & Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common stock, par value $0.01 per share07/16/2026D(1)15,676D$2100D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)(2)07/16/2026D2,120 (2) (2)Common Stock2,120(2)0D
Restricted Stock Units(3)07/16/2026D6,662 (3) (3)Common Stock6,662(3)0D
Performance Stock Units(4)07/16/2026D2,813 (4) (4)Common Stock2,813(4)0D
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) 2,542 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) 4,120 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/ Joseph R. Brinkman, by Arthur C. Hall III, his attorney-in-fact07/16/2026
** Signature of Reporting PersonDate
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)

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