ESAB Corp SEC Filings

ESAB Corp (ESAB) — Form 4 insider activity: A director reported routine transactions. On 07/18/2025, 6.848 shares of common stock were acquired via dividend reinvestment at $127.56 per share. On 11/11/2025, the director exercised 2,783 stock options at $33.02 and sold 2,783 shares at $114.50. Following these transactions, directly owned common shares were 8,741.91.

ESAB: A holder filed a Form 144 notice to sell up to 2,783 shares of ESAB common stock. The proposed sale is approximately 11/11/2025 on the NYSE through Fidelity Brokerage Services LLC, with an aggregate market value $318,653.78.

The shares were acquired via an option grant dated 05/13/2019, with cash payment on 11/11/2025. Shares outstanding were 60,710,966; this is a baseline figure, not the amount being sold. The filer represented they do not know of undisclosed material adverse information.

ESAB Corporation filed its Q3 2025 report showing steady top-line growth with softer earnings. Net sales were $727,845,000 versus $673,250,000 a year ago, while operating income was $106,618,000 versus $106,015,000. Net income attributable to ESAB was $54,847,000 versus $68,240,000, and diluted EPS was $0.90 versus $1.11. EMEA & APAC drove most of the sales increase, supported by recent acquisitions.

Year-to-date, net sales reached $2,121,569,000 versus $2,070,047,000, and Adjusted EBITDA was $416,895,000 versus $397,545,000. Cash from operations was $163,514,000; investing used $462,053,000, primarily for acquisitions; financing provided $227,263,000. ESAB completed acquisitions including EWM GmbH, Bavaria, DeltaP and Aktiv, with preliminary consideration of $452,402,000, goodwill of $228,791,000 and identifiable intangibles of $181,079,000.

Debt consisted of a $260,000,000 revolving draw, $375,000,000 Term Loan A-1, and $700,000,000 Senior Notes as of October 3, 2025. Subsequently, ESAB entered an amended credit agreement providing a $350,000,000 term loan and a $1,050,000,000 revolver maturing October 16, 2030. Russia represented approximately 6% of Q3 net sales and $3,000,000 of net income, with about $48,000,000 of cash in-country.

ESAB Corporation furnished an update on its financial reporting, noting it issued a press release with results for the third quarter ended October 3, 2025. The press release is attached as Exhibit 99.1.

The company scheduled a conference call for 8:00 a.m. Eastern on October 29, 2025 to discuss these results. The information in Item 2.02 and Exhibit 99.1 was furnished, not filed, under the Exchange Act.

ESAB: A holder filed a Form 144 notice to sell up to 1,824 shares of common stock. The filing lists an aggregate market value of $222,556.27 and identifies Fidelity Brokerage Services LLC as broker, with sales expected around 10/28/2025 on the NYSE.

The shares were acquired via a stock option exercise on 10/28/2025, paid in cash. Shares outstanding were 60,698,710; this is a baseline figure, not the amount being sold.

ESAB Corporation entered into an Amended and Restated Credit Agreement establishing a new $350 million senior term loan A and a $1.05 billion senior revolving credit facility, including a $50 million swingline. Both facilities mature on October 16, 2030, subject to a springing maturity.

Proceeds were used to repay the company’s existing $400 million term loan A and $750 million revolver, cover fees, and will also support working capital and corporate purposes. Initial interest margins are 1.250% over term SOFR (or 0.250% over base rate), with future margins tied to total leverage (ranges: 1.125%–1.750% for term SOFR loans; 0.125%–0.750% for base rate). The revolver permits borrowings in multiple currencies (dollars, euros, sterling) with the applicable benchmark rates.

Covenants include a maximum total leverage ratio of 3.50:1.00 (with acquisition holidays) and a minimum interest coverage ratio of 3.00:1.00. Bank of America, N.A. serves as administrative agent, and customary events of default apply.

ESAB Corp insider filing reports a proposed sale of 1,060 common shares through Fidelity Brokerage Services LLC on 10/03/2025 with an aggregate market value of $125,080.00 and the shares trade on the NYSE. The filing shows those shares were acquired by restricted stock vesting from the issuer on 01/10/2025 (511 shares), 03/08/2025 (331 shares) and earlier on 02/22/2018 (218 shares), and payment was for compensation. The filer also disclosed a prior sale in the past three months: 2,369 common shares sold on 08/22/2025 for gross proceeds of $277,466.45. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information.

ESAB Corp (symbol ESAB) filed a Form 144 disclosing a proposed sale of 585 common shares through Fidelity Brokerage Services LLC on 10/03/2025 with an aggregate market value of $69,189.01. The filing states total shares outstanding of 60,698,710. The 585 shares correspond to options granted by the issuer on 03/08/2023 (481 shares) and 02/22/2024 (104 shares); payment is listed as cash on the sale date. The filing also reports a prior sale by Vusumuzi A. Mlingo of 2,369 common shares on 08/22/2025 for gross proceeds of $277,466.45. The signer certifies they are not aware of any undisclosed material adverse information about the issuer.

Mitchell P. Rales, a director of ESAB Corp (ESAB), received 493 deferred stock units (DSUs) on 09/30/2025 that are payable solely in common stock and reported at a $0.00 price. The DSUs will convert into shares upon the earlier of his death or January 31 of the second calendar year after his retirement from the board. Following the grant, the filing reports Mr. Rales' beneficial holdings as 13,960 shares directly and substantial indirect holdings including 3,355,765 shares held through a single-member LLC, 226,421 shares held by the Mitchell P. Rales Family Trust, and two custodial trust entries of 4,816 shares each for his daughter, which he disclaims beneficial ownership of. The Form 4 was signed on 10/02/2025.