CHART INDUSTRIES INC — Director's Dealing 2017

Jan 5, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CHART INDUSTRIES INC (GTLS)
CIK: 0000892553
Period of Report: 2017-01-03

Reporting Person: WOLFE ROBERT H (V.P., General Counsel and Sec.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-03	Common Stock, par value $0.01 per share	A	4690	$0.00	Acquired	9039	Direct
2017-01-03	Common Stock, par value $0.01 per share	F	253	$36.93	Disposed	8786	Direct
2017-01-04	Common Stock, par value $0.01 per share	F	96	$38.14	Disposed	8690	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-03	Stock Option (Right to Buy)	$36.93	A	14140	Acquired	2027-01-03	Common Stock (14140)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$45.46	2021-05-25	Common Stock (1125)	1125	Direct
Stock Option (Right to Buy)	$55.93	2022-01-03	Common Stock (840)	840	Direct
Stock Option (Right to Buy)	$68.21	2023-01-02	Common Stock (893)	893	Direct
Stock Option (Right to Buy)	$93.34	2024-01-02	Common Stock (900)	900	Direct
Stock Option (Right to Buy)	$34.27	2025-01-02	Common Stock (2070)	2070	Direct
Stock Option (Right to Buy)	$17.72	2026-01-04	Common Stock (4510)	4510	Direct

Footnotes

F1: These restricted share units were granted on January 3, 2017 pursuant to 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 with respect to one-third (1/3) of the total number of shares on each of the first three anniversaries of the date of grant, subject to tax withholding requirements.

F2: 4,690, 1,376 and 276 shares of the total amount beneficially owned were granted on January 3, 2017, January 4, 2016 and January 2, 2015, respectively, pursuant to restricted share unit agreements under the Chart Industries, Inc. Amended and Restated 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3 and remain subject to restriction.

F3: The reporting person surrendered 253 shares subject to the restricted share unit award, to satisfy tax withholding liabilities associated with the award, in an exempt transaction under Rule 16b-3.

F4: 4,437, 1,376 and 276 shares of the total amount beneficially owned were granted on January 3, 2017, January 4, 2016 and January 2, 2015, respectively, pursuant to restricted share unit agreements under the Chart Industries, Inc. Amended and Restated 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3 and remain subject to restriction.

F5: The reporting person surrendered 96 shares upon the vesting of 382 restricted share units, which is one-third (1/3) of the reporting person's January 4, 2016 restricted share unit award, to satisfy tax withholding liabilities, in an exempt transaction under Rule 16b-3.

F6: 4,437, 994 and 276 shares of the total amount beneficially owned were granted on January 3, 2017, January 4, 2016 and January 2, 2015, respectively, pursuant to restricted share unit agreements under the Chart Industries, Inc. Amended and Restated 2009 Omnibus Equity Plan in an exempt transaction under Rule 16b-3 and remain subject to restriction.

F7: No transaction is being reported on this line.

F8: These options were granted on May 25, 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.

F9: 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.

F10: 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.

F11: These options were granted on January 2, 2014 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.

F12: These options were granted on January 2, 2015 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.

F13: These options were granted on January 4, 2016 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.

F14: These options were granted on January 3, 2017 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.