STOCK TITAN

[Form 4] ESAB Corp Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

ESAB Corp reported an equity transaction by its Chief Financial Officer on January 2, 2026. The filing shows that 986 restricted stock units (RSUs) were converted into an equal number of shares of ESAB common stock, reflecting the vesting of a prior equity award. In connection with this vesting, 537 shares of common stock were withheld by ESAB to cover the officer's tax liability at a price of $112.57 per share, and no shares were sold by the officer for this purpose.

After these transactions, the officer directly beneficially owned 26,404 shares of ESAB common stock. The RSU award referenced in the filing vests in three equal annual installments that began on January 2, 2025, with the remaining restricted stock units scheduled to vest on January 2, 2027.

Positive

  • None.

Negative

  • None.
Insider Johnson Kevin J
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 986 $0.00 --
Exercise Common stock, par value $0.001 986 $0.00 --
Tax Withholding Common stock, par value $0.001 537 $112.57 $60K
Holdings After Transaction: Restricted Stock Units — 986 shares (Direct); Common stock, par value $0.001 — 26,941 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of common stock of ESAB Corporation. Represents shares withheld by ESAB Corporation in connection with net share settlement to satisfy the reporting person's tax liability based upon the vesting of restricted stock units. No shares were sold by the reporting person to satisfy this tax liability. This award represents restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. The remaining restricted stock units will vest on January 2, 2027.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Johnson Kevin J

(Last) (First) (Middle)
909 ROSE AVE, 8TH FLOOR

(Street)
NORTH BETHESDA MD 20852

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ESAB Corp [ ESAB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock, par value $0.001 01/02/2026 M 986 A (1) 26,941 D
Common stock, par value $0.001 01/02/2026 F 537(2) D $112.57 26,404 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) 01/02/2026 M 986 01/02/2025(3) 01/02/2027 Common stock, par value $0.001 986 $0 986 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of common stock of ESAB Corporation.
2. Represents shares withheld by ESAB Corporation in connection with net share settlement to satisfy the reporting person's tax liability based upon the vesting of restricted stock units. No shares were sold by the reporting person to satisfy this tax liability.
3. This award represents restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. The remaining restricted stock units will vest on January 2, 2027.
Remarks:
/s/ Curtis E. Jewell, Attorney-in-Fact 01/05/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ESAB (ESAB) disclose for January 2, 2026?

ESAB disclosed that its Chief Financial Officer had 986 restricted stock units convert into an equal number of common shares on January 2, 2026 as part of a vesting equity award.

How many ESAB (ESAB) shares were withheld for taxes in the CFO transaction?

The filing states that 537 shares of ESAB common stock were withheld by the company to satisfy the reporting person's tax liability related to the vesting RSUs, at a price of $112.57 per share.

Did the ESAB (ESAB) CFO sell any shares in this reported transaction?

No. The disclosure specifies that no shares were sold by the reporting person; the 537 shares were withheld by ESAB for tax settlement purposes.

How many ESAB (ESAB) shares does the CFO own after the reported Form 4 transaction?

Following the reported transactions, the Chief Financial Officer directly beneficially owned 26,404 shares of ESAB common stock.

What are the vesting terms of the ESAB (ESAB) restricted stock units mentioned?

The RSU award vests in three equal annual installments beginning on the first anniversary of the grant date, with the remaining restricted stock units scheduled to vest on January 2, 2027.

What does each ESAB (ESAB) restricted stock unit represent in this filing?

Each restricted stock unit represents a contingent right to receive one share of ESAB common stock, as described in the explanation of responses.