0001209191-13-014994.txt : 20130307
0001209191-13-014994.hdr.sgml : 20130307
20130307171834
ACCESSION NUMBER: 0001209191-13-014994
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130305
FILED AS OF DATE: 20130307
DATE AS OF CHANGE: 20130307
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: THOMAS SAMUEL F
CENTRAL INDEX KEY: 0001266362
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11442
FILM NUMBER: 13674326
MAIL ADDRESS:
STREET 1: 5885 LANDERBROOK DRIVE
STREET 2: STE 205
CITY: MEDINE
STATE: OH
ZIP: 44124
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CHART INDUSTRIES INC
CENTRAL INDEX KEY: 0000892553
STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED PLATE WORK (BOILER SHOPS) [3443]
IRS NUMBER: 341712937
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE INFINITY CORPORATE CENTRE DRIVE
STREET 2: SUITE 300
CITY: GARFIELD HEIGHTS
STATE: OH
ZIP: 44125-5370
BUSINESS PHONE: 4407531490
MAIL ADDRESS:
STREET 1: ONE INFINITY CORPORATE CENTRE DRIVE
STREET 2: SUITE 300
CITY: GARFIELD HEIGHTS
STATE: OH
ZIP: 44125-5370
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2013-03-05
0
0000892553
CHART INDUSTRIES INC
GTLS
0001266362
THOMAS SAMUEL F
ONE INFINITY CORPORATE CENTRE DRIVE
GARFIELD HEIGHTS
OH
44125
1
1
0
0
Chairman, CEO and President
Common Stock, par value $0.01 per share
2013-03-05
4
M
0
11675
6.50
A
68460
D
Common Stock, par value $0.01 per share
2013-03-05
4
S
0
11675
82.00
D
56785
D
Common Stock, par value $0.01 per share
2013-03-06
4
M
0
19663
6.50
A
76448
D
Common Stock, par value $0.01 per share
2013-03-06
4
S
0
19663
82.00
D
56785
D
Common Stock, par value $0.01 per share
2013-03-07
4
M
0
2926
6.50
A
59711
D
Common Stock, par value $0.01 per share
2013-03-07
4
S
0
2926
82.00
D
56785
D
Common Stock, par value $0.01 per share
42000
I
By spouse
Common Stock, par value $0.01 per share
45620
I
By Trusts
Common Stock, par value $0.01 per share
34000
I
By Trust
Common Stock, par value $0.01 per share
54000
I
By Trust
Common Stock, par value $0.01 per share
46000
I
By Trust
Stock Option (Right to Buy)
6.50
2013-03-05
4
M
0
11675
0.00
D
2007-06-12
2015-11-23
Common Stock
11675
22589
D
Stock Option (Right to Buy)
6.50
2013-03-06
4
M
0
19663
0.00
D
2007-06-12
2015-11-23
Common Stock
19663
2926
D
Stock Option (Right to Buy)
6.50
2013-03-07
4
M
0
2926
0.00
D
2007-06-12
2015-11-23
Common Stock
2926
0
D
Stock Option (Right to Buy)
27.74
2017-08-02
Common Stock
18300
18300
D
Stock Option (Right to Buy)
30.95
2018-01-02
Common Stock
18950
18950
D
Stock Option (Right to Buy)
11.00
2019-01-02
Common stock
50000
50000
D
Stock Option (Right to Buy)
17.03
2020-01-04
Common Stock
47170
47170
D
Stock Option (Right to Buy)
36.45
2021-01-03
Common Stock
33070
33070
D
Stock Option (Right to Buy)
55.93
2022-01-03
Common Stock
21410
21410
D
Restricted Stock Unit
0.00
2015-01-03
Common Stock
8840
8840
D
Stock Option (Right to Buy)
68.21
2023-01-02
Common Stock
19470
19470
D
Restricted Stock Unit
0.00
2016-01-02
Common Stock
11650
11650
D
These securities were acquired pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
4,331 shares of the total amount beneficially owned were granted on January 3, 2011, pursuant to a restricted stock award agreement under the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3 and remain subject to restriction. The restricted stock award vests in equal installments on each of the first three anniversaries of the date of grant.
These securities were sold pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $82.00 - $82.03. The reporting person hereby undertakes, upon request by the Commission staff, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
No transaction is being reported on this line. Reported on a previously filed Form 4 or Form 5.
Held by trusts for the benefit of the reporting person's family member. The reporting person disclaims beneficial ownership of the shares held by the trusts, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trusts' shares for purposes of Section 16 or for any other purpose.
Held by trust, with spouse as trustee, for the benefit of the reporting person's family member. The reporting person disclaims beneficial ownership of the shares held by the trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trust's shares for purposes of Section 16 or for any other purpose.
Held by trust for the benefit of the reporting person's family members, including his spouse. The reporting person disclaims beneficial ownership of the shares held by the trust, and this report should not be deemed an admission that the reporting person is the beneficial owner of the trust's shares for purposes of Section 16 or for any other purpose.
Held by trust for the benefit of the reporting person's family members, including the reporting person.
These options were exercised pursuant to a prearranged trading plan adopted on August 10, 2012, that is intended to comply with Rule 10b5-1(c) under the Securities and Exchange Act of 1934.
These options were granted on November 23, 2005 as performance options under the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3 and became fully vested on June 12, 2007.
These options were granted on August 2, 2007 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These options were granted on January 2, 2008 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These options were granted on January 2, 2009 pursuant to the Chart Industries, Inc. Amended and Restated 2005 Stock Incentive Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These options were granted on January 4, 2010 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These options were granted on January 3, 2011 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These options were granted on January 3, 2012 pursuant to the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These securities, which are referred to by the Company as Leveraged Restricted Share Units (LRSUs), were granted on January 3, 2012 pursuant to a Leveraged Restricted Share Unit Agreement under the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. Shares of Company common stock will be issued following the vesting of the LRSUs on the third anniversary of the date of grant. The minimum number of shares of Company common stock that will be issued at payment is 50% of the grant amount of LRSUs, and the maximum number of shares of Company common stock that will be issued at payment is 150% of the grant amount of LRSUs.
These options were granted on January 2, 2013 pursuant to the Chart Industries, Inc. Amended and Restated 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The options vest with respect to one-fourth (1/4) of the total number of shares of common stock underlying the stock options on each of the first four anniversaries of the date of grant.
These securities, which are referred to by the Company as Leveraged Restricted Share Units (LRSUs), were granted on January 2, 2013 pursuant to a Leveraged Restricted Share Unit Agreement under the Chart Industries, Inc. Amended and Restated 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. Shares of Company common stock will be issued following the vesting of the LRSUs on the third anniversary of the date of grant. The minimum number of shares of Company common stock that will be issued at payment is 50% of the grant amount of LRSUs, and the maximum number of shares of Company common stock that will be issued at payment is 150% of the grant amount of LRSUs.
/s/ Samuel F. Thomas, by Arthur C. Hall III, his attorney-in-fact pursuant to Power of Attorney dated June 30, 2006 on file with the Commission
2013-03-07