CHART INDUSTRIES INC — Director's Dealing 2011

Feb 24, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHART INDUSTRIES INC (GTLS)
CIK: 0000892553
Period of Report: 2011-02-22

Reporting Person: Webster Kenneth J (Vice Pres., CAO and Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-22	Common Stock, par value $0.01 per share	A	663	$0.00	Acquired	5111	Direct
2011-02-22	Common Stock, par value $0.01 per share	F	240	$39.33	Disposed	4871	Direct
2011-02-22	Common Stock, par value $0.01 per share	F	393	$39.33	Disposed	4478	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$27.74	2017-08-02	Common Stock (1300)	1300	Direct
Stock Option (Right to Buy)	$30.95	2018-01-02	Common Stock (2240)	2240	Direct
Stock Option (Right to Buy)	$11.00	2019-01-02	Common stock (3360)	3360	Direct
Stock Option (Right to Buy)	$17.03	2020-01-04	Common Stock (3860)	3860	Direct
Stock Option (Right to Buy)	$36.45	2021-01-03	Common Stock (2590)	2590	Direct

Footnotes

F1: Represents performance units granted on January 2, 2008 under the Chart Industries, Inc. 2005 Stock Incentive Plan that have vested and are paid out in shares of common stock.

F2: 3,260 and 1,020 shares of the total amount beneficially owned were granted on February 22, 2010 and January 3, 2011, respectively, pursuant to restricted stock award agreements under the Chart Industries, Inc. 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3. The restricted stock awards vest in equal installments on each of the first three anniversaries of the date of grant.

F3: The reporting person surrendered 240 shares upon vesting of performance units, to satisfy tax withholding liabilities, in an exempt transaction under Rule 16b-3.

F4: The reporting person surrendered 393 shares upon vesting of 1/3 of the reporting person's February 22, 2010 restricted stock award, to satisfy tax withholding liabilities, in an exempt transaction under Rule 16b-3.

F5: No transaction is being reported on this line. Reported on a previously filed Form 4 or Form 5.

F6: 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.

F7: 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.

F8: 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.

F9: 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.

F10: 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.