ESAB (NYSE: ESAB) CEO boosts holdings with RSUs and new stock grant

Rhea-AI Filing Summary

ESAB Corp President and CEO Shyam Kambeyanda reported routine equity compensation activity involving restricted stock units and common stock. He exercised 6,124 restricted stock units, receiving the same number of ESAB common shares. To cover related tax liabilities, the company withheld a total of 14,244 shares of common stock valued at $107.02 per share; footnotes clarify that no shares were sold by Kambeyanda in the market for these tax payments. He also received a separate grant of 23,146 shares of common stock as a stock award, increasing his direct ownership. Following these transactions, Kambeyanda directly holds 119,201 shares of ESAB common stock, reflecting an overall increase in his equity stake through vesting and awards rather than open‑market trading.

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^*

Kambeyanda Shyam

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		6,124	A	(1)	110,299	D
Common stock, par value $0.001	03/09/2026		F		2,867(2)	D	$107.02	107,432	D
Common stock, par value $0.001	03/09/2026		A		23,146	A	(3)	130,578	D
Common stock, par value $0.001	03/09/2026		F		11,377(4)	D	$107.02	119,201	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			6,124	03/08/2024(5)	03/08/2026	Common stock, par value $0.001	6,124	$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. Represents shares vested pursuant to performance-based restricted stock units granted on March 8, 2023, which vesting was subject to the certification of certain performance criteria. The award vested on March 8, 2026.

4. 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 performance-based restricted stock units. No shares were sold by the reporting person to satisfy this tax liability.

5. 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.
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FAQ

What did ESAB (ESAB) CEO Shyam Kambeyanda report in this Form 4?

Shyam Kambeyanda reported routine equity compensation activity, including exercising restricted stock units, tax-related share withholding, and a new stock grant. These actions increased his ESAB common stock holdings and did not involve any open-market purchases or sales.

How many ESAB shares did the CEO acquire through RSU vesting in this filing?

Kambeyanda acquired 6,124 shares of ESAB common stock through the exercise of restricted stock units. Each unit converted into one share, turning previously granted equity awards into directly held stock as part of his compensation package.

Were any ESAB (ESAB) shares sold by the CEO in the open market?

No open-market sales occurred. Shares marked with code F, totaling 14,244, were withheld by ESAB to satisfy tax liabilities on vested awards. Footnotes explicitly state that no shares were sold by Kambeyanda to cover these tax obligations.

What new stock award did the ESAB CEO receive in this Form 4?

Kambeyanda received a new grant of 23,146 shares of ESAB common stock as a stock award. This grant adds to his long-term equity incentives and directly increases his ownership stake in the company’s common shares.

What are the CEO’s ESAB common stock holdings after these transactions?

After completing the reported transactions, Kambeyanda directly holds 119,201 shares of ESAB common stock. This figure reflects the RSU conversion, tax-withholding share reductions, and the new stock grant disclosed in the Form 4 filing.

What do the tax withholding (F code) transactions mean for ESAB (ESAB) shareholders?

The F code transactions indicate shares withheld to pay taxes on vested awards, not discretionary sales. ESAB retained 14,244 shares at $107.02 per share, while Kambeyanda’s overall equity stake still increased due to the RSU exercise and stock grant.