Chart Industries Files 8-K on Preferred Stock Vote

Ticker: GTLS · Form: 8-K · Filed: May 21, 2024 · CIK: 892553

Sentiment: neutral

Topics: preferred-stock, corporate-governance, vote

Related Tickers: CHTR

TL;DR

CHART filed an 8-K about a vote on Series B Mandatory Convertible Preferred Stock.

AI Summary

Chart Industries, Inc. filed an 8-K on May 21, 2024, to report on the submission of matters to a vote of security holders. The filing specifically mentions depositary shares, each representing a 1/20th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock.

Why It Matters

This filing indicates a significant corporate action involving preferred stock, which could impact shareholder rights and the company's capital structure.

Risk Assessment

Risk Level: low — The filing is procedural and reports on a vote, not a direct financial event or negative news.

Key Numbers

Key Players & Entities

FAQ

What specific matters were submitted to a vote of security holders?

The filing states that matters were submitted to a vote of security holders, specifically concerning depositary shares representing interests in 6.75% Series B Mandatory Convertible Preferred Stock.

What is the par value of the Series B Mandatory Convertible Preferred Stock?

The par value of the 6.75% Series B Mandatory Convertible Preferred Stock is $0.01 per share.

What is the dividend rate for the Series B Mandatory Convertible Preferred Stock?

The dividend rate for the 6.75% Series B Mandatory Convertible Preferred Stock is 6.75%.

What is the date of this 8-K filing?

The 8-K filing was made on May 21, 2024.

What is the company's state of incorporation?

Chart Industries, Inc. is incorporated in Delaware.

Filing Stats: 822 words · 3 min read · ~3 pages · Grade level 11.2 · Accepted 2024-05-21 16:30:05

Key Financial Figures

Filing Documents

From the Filing

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 21, 2024 CHART INDUSTRIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-11442 34-1712937 (State of other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 2200 Airport Industrial Drive Ball Ground , Georgia 30107 (Address of principal executive offices) (ZIP Code) Registrant's telephone number, including area code: (770) 721-8800 NOT APPLICABLE (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 GTLS New York Stock Exchange Depositary shares, each representing 1/20 th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock, par value $0.01 GTLS.PRB New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item5.07 Submission of Matters to a Vote of Security Holders. Chart Industries, Inc. (the "Company") held its 2024 annual meeting of stockholders (the "Annual Meeting") on May 21, 2024. At the Annual Meeting, the following matters were submitted to a vote: the election of ten directors for a term of one year; the ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024; the approval, on an advisory basis, of the Company's executive compensation; and the approval and adoption of the Chart Industries, Inc. 2024 Omnibus Equity Plan (the "2024 Omnibus Plan"). As of the March 28, 2024 record date, there were 42,039,009 shares of common stock outstanding and entitled to vote at the Annual Meeting. The holders of 38,571,127 shares were represented at the Annual Meeting, constituting a quorum. At the Annual Meeting, all of the proposals were approved as recommended to stockholders in the definitive proxy statement (the "Proxy Statement") for the Annual Meeting. All ten directors were elected, the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024 was ratified, the compensation of the Company's named executive officers, as disclosed in the Proxy Statement, was approved on an advisory basis, and stockholders approved and adopted the 2024 Omnibus Plan. The vote with respect to the election of directors was as follows: Election of Directors For Withheld Broker Non-Votes Jillian C. Evanko 36,418,323 79,865 2,072,939 Andrew C. Cichocki 36,402,592 95,596 2,072,939 Paula M. Harris 36,413,994 84,194 2,072,939 Linda A. Harty 36,210,637 265,233 2,072,939 Paul E. Mahoney 36,411,497 86,691 2,072,939 Singleton B. McAllister 36,358,673 139,515 2,072,939 Michael L. Molinini 36,312,448 185,740 2,072,939 David M. Sagehorn 36,405,370 92,818 2,072,939 Spencer S. Stiles 36,393,848 104,340 2,072,939 Roger A. Strauch 36,386,016 112,172 2,072,939 The vote with respect to the ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm was as follows: For Against Abstain Broker Non-Votes Ratification of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm 38,546,249 9,942 14,936 0 The advisory vote with respect to the approval of the compensation of the Company's named executive officers was as follows: For Against Abstain Broker Non-Votes Approval, on an Advisory Basis, of the Company's Executive Compensation 32,339,164 4,117,190 41,834 2,072,939 The v

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing