CHART INDUSTRIES, INC. (NASDAQ:GTLS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
On October23, 2017, and in connection with its ongoing efforts to achieve an orderly succession plan, Chart Industries, Inc. (the “Company”), determined that effective as of October26, 2017 (the “Effective Date”), Robert H. Wolfe will step down from his position as the Company’s Vice President, General Counsel and Secretary. DeWayne Youngberg, formerly the general counsel of Hudson Products Corporation (“Hudson Products”), will become the Company’s Vice President, General Counsel and Secretary as of the Effective Date. The Company acquired Hudson Products on September20, 2017.
The Company and Mr.Wolfe are parties to an Employment Agreement, dated as of November4, 2016 (the “Employment Agreement”). The Employment Agreement has been terminated as of the Effective Date, and Mr.Wolfe’s departure is being treated as a termination by the Company without cause for purposes of the consideration Mr.Wolfe will receive from the Company to the Employment Agreement in connection with his departure.
Furthermore, Mr.Wolfe and the Company entered into a Consulting Agreement (the “Consulting Agreement”), effective as of the Effective Date, whereby Mr.Wolfe has agreed to provide consulting services and advice to the Company from time to time during the one-year period commencing on the Effective Date and ending on the first anniversary of the Effective Date. For his services under the Consulting Agreement, Mr.Wolfe will receive a monthly fee of $8,333 per month for 33.3 hours of work per month, and an hourly fee of $250 per hour for any work performed in excess of 33.3 hours per month. The Consulting Agreement provides that Mr.Wolfe will receive at least $100,000 in such fees for services rendered over the term of the Consulting Agreement, so long as Mr.Wolfe provides continuous service to the Company through the first anniversary of the Effective Date. The Consulting Agreement also contains customary covenants, terms and conditions, including provisions concerning confidentiality and limitation of liability.
The foregoing summary of the Consulting Agreement does not purport to be complete and is subject to and qualified in its entirety by Exhibit 10.1 filed herewith.
| Item 5.02 | Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit Number |
Description |
| 10.1 | Consulting Agreement, effective as of October26, 2017, by and between the Company and Robert H. Wolfe. |
Exhibit Index
CHART INDUSTRIES INC ExhibitEX-10.1 2 d459968dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”),…To view the full exhibit click here
About CHART INDUSTRIES, INC. (NASDAQ:GTLS)
Chart Industries, Inc. (Chart) is a diversified manufacturer of engineered equipment for the industrial gas, energy, and biomedical industries. The Company’s equipment and engineered systems are used for low-temperature and cryogenic applications. It operates through three segments, including Energy & Chemicals (E&C), Distribution & Storage (D&S), and BioMedical. The Company’s products include vacuum insulated containment vessels, heat exchangers, cold boxes, other cryogenic components and equipment for respiratory therapy. The Company’s E&C and D&S segment’s manufacture products used primarily in energy-related and industrial applications, such as the separation, liquefaction, distribution and storage of hydrocarbon and industrial gases. The Company, through its BioMedical segment, supplies cryogenic and other equipment used in respiratory healthcare and life sciences, including biological research and animal breeding.
