Chart Industries director exits stake in merger
Chart Industries director Roger A. Strauch, through a trust, disposed of 4,779 shares of common stock in a transaction with the issuer at $210.00 per share.
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Form Type
4
Rhea-AI Filing Summary
Chart Industries director Roger A. Strauch, through a trust, disposed of 4,779 shares of common stock in a transaction with the issuer at $210.00 per share. At the merger Effective Time, these shares were automatically canceled and converted into the right to receive the cash Merger Consideration, leaving the trust with 0 shares.
Insider Trade Summary
Disposition: 4,779 shares
Disposition
1 txn
Insider
STRAUCH ROGER A
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common stock, par value $0.01 per share F1 | 4,779 | $210.00 | $1.00M |
Holdings After Transaction:
Common stock, par value $0.01 per share — 0 shares (Indirect, By trust)
Footnotes (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").
Key Figures
Shares disposed: 4,779 shares
Price per share: $210.00
Shares held after transaction: 0 shares
+1 more
4 metrics
Shares disposed
4,779 shares
Non-derivative disposition to issuer by trust at merger Effective Time
Price per share
$210.00
Cash Merger Consideration per share of Chart Common Stock
Shares held after transaction
0 shares
Indirect holdings by trust following merger-related cancellation and disposition
Disposition transactions
1
Single non-derivative disposition to issuer reported on this Form 4
Key Terms
Agreement and Plan of Merger, Effective Time, Merger Consideration
3 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.
Effective Time regulatory
"at the Effective Time (as defined in the Merger Agreement), the shares of common stock"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Merger Consideration financial
"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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did GTLS director Roger A. Strauch report?
Roger A. Strauch reported a merger-related disposition of Chart Industries shares held indirectly through a trust. The trust’s 4,779 common shares were transferred back to the issuer at $210.00 per share when they were canceled and converted into the right to receive cash Merger Consideration.
Was the GTLS insider transaction an open-market sale?
No, the GTLS insider transaction was not an open-market sale. The 4,779 shares were automatically canceled at the merger Effective Time and converted into the right to receive $210.00 per share in cash Merger Consideration, constituting a disposition to the issuer under the merger terms.
What merger terms affected Chart Industries (GTLS) common stock in this transaction?
Under the Agreement and Plan of Merger among Baker Hughes Company, Tango Merger Sub, Inc. and Chart Industries, all Chart common stock was automatically canceled at the Effective Time and converted into the right to receive $210.00 per share in cash Merger Consideration.
How is the GTLS disposition by Roger A. Strauch classified on the Form 4?
The transaction is coded as D, a disposition to the issuer of non-derivative common stock. It reflects shares held indirectly by a trust being automatically canceled and converted into cash Merger Consideration at $210.00 per share under the merger agreement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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