ESAB Corp (NYSE: ESAB) officer details RSU conversion and tax share withholding

Rhea-AI Filing Summary

ESAB Corp officer Renato Negro reported equity award activity involving restricted stock units and common shares. He acquired 509 shares of common stock through the exercise or conversion of 509 restricted stock units, then had 192 common shares withheld at a price of $121.64 per share to cover tax liabilities related to the vesting. After these transactions, he directly owned 8,826 shares of common stock and 1,020 restricted stock units.

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)
03/02/2026

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	03/02/2026		M		509	A	(1)	9,018	D
Common stock, par value $0.001	03/02/2026		F		192(2)	D	$121.64	8,826	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)	03/02/2026		M			509	03/01/2026(3)	03/01/2028	Common stock, par value $0.001	509	$0	1,020	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. These restricted stock units vest in three equal, annual installments on the first day of the month following each of the first, second and third anniversaries of the date of grant.

Remarks:

	/s/ Curtis E. Jewell, Attorney-in-Fact	03/03/2026
	** 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 transactions did ESAB (ESAB) officer Renato Negro report?

Renato Negro reported RSU-related equity activity at ESAB. He converted 509 restricted stock units into 509 common shares and had 192 common shares withheld to satisfy tax obligations tied to the vesting, leaving him with 8,826 common shares and 1,020 RSUs.

Did the ESAB (ESAB) insider sell shares in the open market?

No open market sale was reported. The 192 ESAB common shares were withheld by the company to cover tax liabilities from restricted stock unit vesting, and the filing states no shares were sold by the reporting person to satisfy this tax obligation.

How many ESAB (ESAB) shares does Renato Negro own after the transactions?

Following the reported Form 4 transactions, Renato Negro directly owns 8,826 shares of ESAB common stock and 1,020 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of ESAB common stock in the future under the award terms.

What price was used for ESAB (ESAB) shares withheld for taxes?

The 192 ESAB common shares withheld for taxes were valued at $121.64 per share. These shares were retained by ESAB Corporation to satisfy the reporting person’s tax liability arising from restricted stock unit vesting, rather than being sold in the market.

How do ESAB (ESAB) restricted stock units reported here vest over time?

The ESAB restricted stock units vest in three equal annual installments. Vesting occurs on the first day of the month following each of the first, second, and third anniversaries of the grant date, gradually delivering common stock to the reporting person as conditions are met.

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

Each ESAB restricted stock unit represents a contingent right to receive one share of ESAB common stock. As the units vest according to the stated schedule, they convert into common shares, which may then be subject to tax withholding like the 192 shares noted here.