ESAB (NYSE: ESAB) controller nets 649 shares after RSU vesting tax

Rhea-AI Filing Summary

ESAB Corp officer Renato Negro, Controller PAO, exercised restricted stock units into common stock as part of equity compensation. He converted 986 restricted stock units into 986 shares of common stock at a conversion price of $0.00 per share.

To cover associated tax liabilities on the RSU vesting, 337 shares were withheld by ESAB at a price of $107.02 per share, rather than sold in the market. After these transactions, Negro holds 9,475 shares of ESAB common stock directly, reflecting a net increase of 649 shares from this vesting event.

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

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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^*

Negro Renato

(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)
	Controller, PAO

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		M		986	A	(1)	9,812	D
Common stock, par value $0.001	03/09/2026		F		337(2)	D	$107.02	9,475	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)	03/09/2026		M			986	03/08/2024(3)	03/08/2026	Common stock, par value $0.001	986	$0	0	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. All remaining restricted stock units from this award vested on March 8, 2026.

Remarks:

	/s/ Curtis E. Jewell, Attorney-in-Fact	03/11/2026
	** 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) report for Renato Negro?

ESAB reported that officer Renato Negro exercised 986 restricted stock units into common stock. To satisfy taxes on the vesting, 337 shares were withheld by the company, leaving him with 9,475 common shares directly held.

Did Renato Negro sell ESAB (ESAB) shares in the open market?

No, the Form 4 shows no open market sale by Renato Negro. The 337-share disposition was a tax-withholding transaction, where ESAB withheld shares upon RSU vesting to cover tax obligations, rather than Negro selling shares to the public.

How many ESAB (ESAB) shares does Renato Negro own after this Form 4?

Following the RSU exercise and tax withholding, Renato Negro directly holds 9,475 shares of ESAB common stock. This reflects a net addition of 649 shares from 986 RSUs vested, offset by 337 shares withheld to satisfy his tax liability.

What was the size of the ESAB (ESAB) RSU vesting for Renato Negro?

The RSU vesting covered 986 restricted stock units, each equal to one ESAB common share. All remaining units from this award vested on March 8, 2026, leading to the share issuance and related tax-withholding transaction reported in the Form 4.

At what price were ESAB (ESAB) shares withheld for Renato Negro’s taxes?

ESAB withheld 337 shares at a price of $107.02 per share to satisfy Renato Negro’s tax liability tied to RSU vesting. This tax-withholding disposition is coded “F” and is not treated as an open market sale by the insider.

How do Renato Negro’s ESAB (ESAB) RSUs vest over time?

The reported RSU award vests in three equal annual installments starting on the first anniversary of the grant. According to the disclosure, all remaining restricted stock units from this award fully vested on March 8, 2026, triggering the reported transactions.