Chart Industries (GTLS) CFO Joseph Brinkman Disposes Shares in Merger

What Happened
Joseph R. Brinkman, Chief Financial Officer of Chart Industries (GTLS), had 15,676 shares of Chart common stock converted and paid out at $210.00 per share (total $3,291,960) pursuant to the Baker Hughes merger. The Form 4 also reports the disposition/conversion of derivative equity interests covering 2,120, 6,662 and 2,813 share-equivalents (shown as N/A value on the form) that were settled or converted under the merger agreement rather than sold on the open market.

Key Details

• Transaction date: 2026-07-16 (reported on Form 4 filed 2026-07-16).
• Cash received for common shares: 15,676 shares × $210.00 = $3,291,960 (disposition to issuer).
• Derivative items (values listed as N/A on the Form): 2,120; 6,662; and 2,813 share-equivalents were converted/settled per the merger agreement.
• Shares owned after the transaction: not reported in the provided filing data.
• Notable footnotes:
  • F1: Common shares were automatically canceled and converted into $210.00 per share cash consideration.
  • F2: Stock options were converted into a cash payment equal to (shares subject to option × (merger price − exercise price)).
  • F3: Time-vesting RSUs — 2,542 vested and converted into cash at $210; 4,120 RSUs granted on/after the Merger Agreement were converted into Baker Hughes RSUs per the agreement (2,542 + 4,120 = 6,662 total RSU-related share-equivalents).
  • F4: Performance RSUs vested pro rata and were converted into cash for the vested portion; remaining unvested portions were canceled or converted into separate cash-based awards in accordance with the merger.
• Filing timeliness: No late filing indicated in the provided data.

Context
This activity is merger-related: the common shares and various equity awards were converted, paid out, or exchanged under the Merger Agreement with Baker Hughes (i.e., a corporate transaction), not an open-market sale by the insider. For options and performance awards, the agreements specify formula-based cash settlements or conversion into Baker Hughes RSUs rather than a typical exercise-and-sell. Such merger-driven dispositions are transaction-driven and do not necessarily reflect the insider’s voluntary trading sentiment.