SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
AUDAX CHART LLC

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/15/2003
3. Issuer Name and Ticker or Trading Symbol
CHART INDUSTRIES INC [ CIDIV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 896,874 I See footnotes(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
AUDAX CHART LLC

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUDAX PRIVATE EQUITY BUSINESS LLC

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUDAX PRIVATE EQUITY BUSINESS LP

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUDAX HOLDINGS I LLC

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUDAX GROUP LP

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
101 HUNTINGTON HOLDINGS LLC

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
WOLPOW MARC B

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
REHNERT GEOFFREY S

(Last) (First) (Middle)
101 HUNTINGTON AVENUE

(Street)
BOSTON MA 02199

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Additional Reporting Persons: Audax Private Equity Fund, L.P., Audax Private Equity Business, L.L.C., Audax Private Equity Business, L.P., Audax Holdings I, L.L.C., Audax Group, L.P., 101 Huntington Holdings, L.L.C., Marc B. Wolpow, Geoffrey S. Rehnert and Audax Management Company, LLC
2. Audax Chart, LLC ("Audax Chart") is the direct beneficial owner of the Common Stock. Marc B. Wolpow and Geoffrey S. Rehnert are the managing members of 101 Huntington Holdings, L.L.C., which is the general partner of Audax Group, L.P., which is the sole managing member of Audax Holdings I, L.L.C., which is the general partner of Audax Private Equity Business, L.P., which is the sole managing member of Audax Private Equity Business, L.L.C., which is the general partner of Audax Private Equity Fund, L.P., which is the sole managing member of Audax Chart. Audax Management Company, LLC has been granted a proxy over certain shares of the Issuer. The Reporting Persons disclaim beneficial ownership of these shares except to the extent of their pecuniary interest therein. The filing of this form shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 or otherwise, the beneficial owner of such shares.
Audax Chart, LLC /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Private Equity Fund, L.P. By: Audax Private Equity Business, L.L.C., its general partner /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Private Equity Business, L.L.C. /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Private Equity Business, L.P. By: Audax Holdings I, L.L.C., its general partner By: Audax Group, L.P., its managing member By: 101 Huntington Holdings, L.L.C., its general partner /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Holdings I, L.L.C. By: Audax Group, L.P., its managing member By: 101 Huntington Holdings, L.L.C., its general partner /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Group, L.P. By: 101 Huntington Holdings, L.L.C., its general partner /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
101 Huntington Holdings, L.L.C. /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
Audax Management Company, LLC By: Audax Group, L.P., its managing member By: 101 Huntington Holdings, L.L.C., its general partner /s/ Richard T. Joseph, Authorized Signatory 09/25/2003
/s/ Marc B. Wolpow 09/25/2003
/s/ Geoffrey S. Rehnert 09/25/2003
** 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 5 (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.