Every 8-K that ESAB Corp (ESAB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ESAB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ESAB filings page.
ESAB Corporation filed Amendment No. 1 to a prior report related to its June 1, 2026 acquisition of Eddyfi Holding Inc. The amendment supplies Eddyfi’s audited consolidated IFRS financial statements as of and for the year ended December 31, 2025, unaudited interim statements as of March 31, 2026, an auditor consent, and unaudited pro forma condensed combined financial information for ESAB and Eddyfi. The pro forma data are described as illustrative only and not a projection of future results.
For 2025, Eddyfi reported revenues of 238,833 (thousands of US dollars), gross profit of 134,416, profit from operating activities of 39,400, net finance costs of 48,477, a loss before income taxes of 9,077 and a net loss from continuing operations of 6,804. A June 4, 2025 sale of its NDT Global inspection services business, classified as discontinued operations, generated total consideration of 1,163,780, a gain on sale of 734,194 and net income from discontinued operations of 743,305, leading to net income of 736,501.
At December 31, 2025, Eddyfi showed total assets of 735,681, including goodwill of 346,345 and intangible assets of 189,675, against total liabilities of 471,783, with long-term debt of 308,749 and finance lease liabilities of 37,287, and shareholders’ equity of 263,898. KPMG issued a qualified opinion on Eddyfi’s 2025 statements solely because they omit comparative figures, a departure from IAS 1; otherwise they are stated to present fairly in all material respects under IFRS.
ESAB Corporation reported a record second quarter for 2026, with total sales of $808 million, up 12.9% and core organic sales up 2.5% versus a year earlier. Net income from continuing operations attributable to ESAB was $35 million, or $0.54 diluted EPS, while core adjusted net income was $83 million, or $1.33 per diluted share, down 1% year over year. Core adjusted EBITDA rose 8.0% to $150 million, with a margin of 19.5%.
The company closed its Eddyfi acquisition one month ahead of schedule and significantly increased leverage, with long-term debt of $2,391,350 thousand at July 3, 2026. Management raised its 2026 core net sales growth outlook to 11.0%–14.0% (from 6.0%–9.0%) and its core adjusted EBITDA range to $615–$625 million, but lowered core adjusted EPS guidance to $5.40–$5.50 from $5.70–$5.90 as it integrates Eddyfi and continues to focus on organic growth, margins and deleveraging.
ESAB Corporation appointed Mitchell P. Rales as Executive Chair of the Board, effective June 10, 2026, and tied his role to large performance-based stock option awards for him, CEO Shyam P. Kambeyanda, and other senior leaders.
The options vest over six years and only if ambitious stock price hurdles are met, with vesting in three equal annual installments starting on the fourth anniversary of the grant. Awards cover 1,200,000 shares for Rales, 580,552 for Kambeyanda, and smaller grants for three other executives, aligning leadership retention and incentives with long-term share price performance.
ESAB Corporation has completed its previously announced acquisition of Québec-based Eddyfi for cash consideration of $1.45 billion, subject to customary closing adjustments. Eddyfi is described as a global leader in advanced inspection and monitoring technologies, expanding ESAB’s workflow solutions across fabrication, inspection, and monitoring.
ESAB financed the deal with cash on hand, proceeds from 5.625% senior notes due 2031, and two private placements: 175,000 shares of 6.50% Series A Mandatory Convertible Preferred Stock for about $175.0 million and 1,254,255 common shares for about $143.0 million. The securities were issued under exemptions from registration, with future resale to be facilitated through Registration Rights Agreements.
The preferred stock carries a 6.50% annual cash dividend, a $1,000 liquidation preference per share, and will mandatorily convert in about three years into between 7.1806 and 8.2576 ESAB common shares per preferred share, subject to anti-dilution adjustments and a higher rate upon certain Fundamental Changes. ESAB’s second-quarter results will include one month of Eddyfi’s financials, and the company plans to update full-year guidance on its next earnings call.
ESAB Corporation reported the voting results from its 2026 Annual Meeting of Stockholders. Shareholders elected nine directors to the board, with each nominee receiving over 55 million votes in favor and broker non-votes recorded on the proposals.
Stockholders also ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, with 58,527,946 votes for and 107,989 against. In addition, shareholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 53,998,529 votes for and 3,548,562 against.
ESAB Corporation reported record first quarter 2026 results, with mixed GAAP and adjusted performance. Net sales reached $746 million, up 10% year over year, while core organic sales declined 1% excluding acquisitions and currency.
Net income from continuing operations attributable to ESAB was $50 million, or $0.82 diluted EPS, and net income attributable to ESAB was $47.6 million, or $0.78 diluted EPS, both below the prior year. Core adjusted net income rose to $80.4 million, or $1.31 diluted EPS, compared with $1.25 a year earlier. Core adjusted EBITDA increased to $135.9 million, with a 19.0% margin, 80 basis points lower than last year, reflecting acquisition dilution and costs related to the conflict in Iran.
Management highlighted strong contributions from the EWM and Aktiv acquisitions and confirmed the Eddyfi acquisition is financed and expected to close mid‑year. ESAB reiterated its full‑year 2026 outlook, targeting total core net sales growth of 6.0% to 9.0%, core adjusted EBITDA of $575 million to $595 million, and core adjusted EPS of $5.70 to $5.90, excluding any impact from Eddyfi.
ESAB Corporation announced a senior finance leadership transition, appointing R. Brent Jones as Executive Vice President and Chief Financial Officer effective early May 2026, succeeding Kevin Johnson, who is resigning to pursue a private-company CFO role and will assist with the transition. CEO Shyam Kambeyanda will serve as interim principal financial officer until Mr. Jones joins.
Jones’s compensation includes a $660,000 annual base salary, target annual bonus equal to 80% of salary, a long-term equity award targeted at $1,800,000 per year starting in 2026, a $1,000,000 transition bonus in two installments with pro‑rata clawback, and $3,000,000 in restricted stock units vesting over three years.
ESAB also promoted Julie Han to Vice President, Chief Accounting Officer and Corporate Controller, effective April 1, 2026, following the resignation of Chief Accounting Officer Renato Negro. Han’s new pay package includes a $330,000 base salary, incentive opportunities tied to 45% of salary, and a $100,000 restricted stock unit grant vesting over three years. The company reaffirmed its 2026 guidance for total core sales, core aEBITDA and core aEPS as previously announced.
ESAB Corporation entered into a major financing agreement by issuing $1,000 million in aggregate principal amount of 5.625% senior notes due 2031. These unsecured notes are guaranteed by certain domestic subsidiaries and pay semi-annual cash interest each April 1 and October 1, starting October 1, 2026.
ESAB plans to use a portion of the net note proceeds, together with issuances of new convertible preferred stock and common stock and borrowings under its senior revolving credit facility, to fund the $1.45 billion purchase of Eddyfi Technologies and related costs. The notes feature special mandatory redemption if the acquisition is not completed by the specified outside date or the share purchase agreement is terminated, optional redemption and equity clawback rights, a 101% repurchase right upon certain changes of control, and customary covenants and events of default.
ESAB Corporation plans a private offering of $1,000.0 million aggregate principal amount of senior notes due 2031, later priced as 5.625% Senior Notes due 2031. The notes are being sold to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S.
ESAB intends to use the net proceeds to pay a portion of the purchase price for the pending acquisition of Eddyfi Holding Inc. and certain related entities. The notes will be guaranteed by certain current and future domestic restricted subsidiaries and will not be registered under the Securities Act. The offering is expected to close on March 26, 2026, subject to customary closing conditions.
ESAB Corporation reported fourth quarter 2025 sales of $721 million, up 7% on a reported basis but down 2% in core organic terms versus a year earlier. Net income from continuing operations was $50 million, or $0.82 diluted EPS, while core adjusted net income reached $83 million, or $1.35 per diluted share. Core adjusted EBITDA was $140 million with a 20.4% margin.
For full year 2025, ESAB generated sales of $2,843 million, up 4% reported and flat on a core organic basis. Net income from continuing operations was $259 million with diluted EPS of $4.10, and core adjusted EPS of $5.27. Core adjusted EBITDA rose to $540 million with a 20.0% margin. For 2026, the company targets 6.0%–9.0% core net sales growth, core adjusted EBITDA of $575–$595 million, and core adjusted EPS of $5.70–$5.90.
ESAB Corporation agreed for its subsidiary to acquire all shares of Québec-based Eddyfi Holding Inc. and related entities for $1.45 billion in cash, subject to customary closing adjustments. After closing, Eddyfi and its subsidiaries will be wholly owned by ESAB’s purchasing subsidiary.
To help finance the deal, ESAB obtained a $1.0 billion 364‑day unsecured bridge loan commitment from JPMorgan Chase, which may be reduced by other financings completed before closing. The acquisition is expected to close in the middle of 2026, subject to regulatory approvals in multiple jurisdictions and other standard conditions.
ESAB also entered into private placements, agreeing to sell 175,000 shares of 6.50% Series A Mandatory Convertible Preferred Stock with an aggregate liquidation preference of $175.0 million (net proceeds about $171.5 million), including purchases by entities affiliated with Mitchell and Steven Rales, and 1,254,255 common shares for $142,985,070 (net proceeds about $140.1 million) at $114.00 per share.
ESAB Corporation announced changes to its board of directors. The Board appointed Dr. Sébastien Martin as a director, effective January 1, 2026, and increased the Board size from nine to ten members on that date. Dr. Martin, an Associate Professor of Operations at the Kellogg School of Management, will also join the Board’s Audit Committee.
His background includes research in large-scale optimization, transportation, the gig economy, public sector operations, and artificial intelligence, and he has served as an external AI advisor to ESAB since February 2025, a role he will leave before joining the Board. ESAB states that Dr. Martin will receive its standard non-employee director compensation and enter into its customary indemnification agreement, and that he qualifies as an independent director under NYSE rules.
Separately, director Patrick Allender notified the Board of his decision to retire as a director, effective at ESAB’s 2026 annual meeting of stockholders. The company notes that his retirement is not due to any disagreement regarding ESAB’s operations, policies, or practices.
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 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 (NYSE:ESAB) filed an 8-K announcing it has signed a definitive agreement to acquire EWM GmbH, a German leader in heavy-industrial welding equipment and advanced automation.
The deal is expected to close in the second half of 2025, pending customary regulatory approvals and closing conditions. The disclosure is furnished under Item 7.01; therefore the accompanying press release (Exhibit 99.1) is not deemed “filed” for Exchange Act liability purposes.
No purchase price, financing terms, or projected financial impact were provided.