UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Chart Industries, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”) on May 20, 2025. At the Annual Meeting, the following matters were submitted to a vote:
| • | the election of eight 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, 2025; and |
| • | the approval, on an advisory basis, of the Company’s executive compensation. |
As of the March 24, 2025 record date, there were 44,936,219 shares of common stock outstanding and entitled to vote at the Annual Meeting. The holders of 42,386,672 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 eight directors were elected, the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2025 was ratified, and the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement, was approved on an advisory basis.
The vote with respect to the election of directors was as follows:
| Election of Directors |
For | Withheld | Broker Non-Votes | |||||||||
| Jillian C. Evanko |
39,958,304 | 90,230 | 2,338,138 | |||||||||
| Andrew C. Cichocki |
37,554,691 | 2,493,843 | 2,338,138 | |||||||||
| Paula M. Harris |
38,759,195 | 1,289,339 | 2,338,138 | |||||||||
| Linda A. Harty |
38,702,165 | 1,346,369 | 2,338,138 | |||||||||
| Paul E. Mahoney |
38,744,483 | 1,304,051 | 2,338,138 | |||||||||
| David M. Sagehorn |
38,777,779 | 1,270,755 | 2,338,138 | |||||||||
| Spencer S. Stiles |
37,199,026 | 2,849,508 | 2,338,138 | |||||||||
| Roger A. Strauch |
38,710,977 | 1,337,557 | 2,338,138 | |||||||||
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 |
42,359,847 | 10,912 | 15,913 | 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 |
36,663,225 | 3,341,822 | 43,487 | 2,338,138 | ||||||||||||
For information on how the votes for the above matters were tabulated, see the Proxy Statement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Chart Industries, Inc. | ||||||
| Date: May 20, 2025 |
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| By: | /s/ Jillian C. Evanko | |||||
| Jillian C. Evanko | ||||||
| President and Chief Executive Officer | ||||||