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ESAB Corp grants Mitchell P. Rales 892 stock units

The underlying shares will not be issued until the earlier of Rales’s death or January 31 of the second calendar year following his retirement from the Board.

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Form Type
4

Rhea-AI Filing Summary

ESAB Corp granted Executive Chair of the Board Mitchell P. Rales 892 deferred stock units on September 30, 2026. The report lists 17,324 shares in Rales’s direct position after the grant. As of September 30, 2026, it also lists 3,537,797 shares through a family partnership, with Rales disclaiming beneficial ownership except to the extent of his pecuniary interest, and 155,735 shares held by the Mitchell P. Rales Family Trust, of which he is a trustee.

Insider RALES MITCHELL P
Role Executive Chair of Board
Type Security Shares Price Value
Grant/Award Common Stock, par value $.001 F1 892 $0.00 $0.00
holding Common Stock, par value $.001 F2 -- -- --
holding Common Stock, par value $.001 F3 -- -- --
holding Common Stock, par value $.001 F3 -- -- --
holding Common Stock, par value $.001 F4 -- -- --
Holdings After Transaction: Common Stock, par value $.001 — 17,324 shares (Direct); Common Stock, par value $.001 — 3,537,797 shares (Indirect, Through Family Partnership); Common Stock, par value $.001 — 9,632 shares (Indirect, By trust for daughter); Common Stock, par value $.001 — 155,735 shares (Indirect, By the Mitchell P. Rales Family Trust)
Footnotes (4)
  1. F1. On September 30, 2026, the Issuer granted to the Reporting Person deferred stock units of the Issuer ("DSUs") in the amount indicated. Since the DSUs are payable solely in common stock, they are being reported in Table I of this Form 4. The underlying shares will not be issued until the earlier of the Reporting Person's death or January 31st of the second calendar year following the Reporting Person's retirement from the Board of Directors of the Issuer.
  2. F2. The family partnership is a limited partnership that holds securities for the benefit of the Reporting Person and his adult children. The family partnership is managed by a general partner, which is a limited liability company that is indirectly controlled by the Reporting Person. The Reporting Person disclaims beneficial ownership of the shares held by the family partnership except to the extent of his pecuniary interest therein.
  3. F3. The reported shares are held through custodial accounts for the benefit of the Reporting Person's daughters. The Reporting Person disclaims beneficial ownership of the shares held by his daughters, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his daughters' shares for purposes of Section 16 or for any other purpose.
  4. F4. The reporting person is a trustee of the Mitchell P. Rales Family Trust.
Deferred stock units granted 892 units Granted September 30, 2026
Direct position after grant 17,324 shares As of September 30, 2026
Shares through family partnership 3,537,797 shares As of September 30, 2026; Rales disclaims beneficial ownership except to the extent of his pecuniary interest
Shares held by Mitchell P. Rales Family Trust 155,735 shares As of September 30, 2026; Rales is a trustee
deferred stock units financial
"granted ... deferred stock units ... in the amount indicated"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
beneficial ownership regulatory
"disclaims beneficial ownership of the shares held by the family partnership"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest regulatory
"except to the extent of his pecuniary interest therein"
custodial accounts financial
"held through custodial accounts for the benefit of the Reporting Person's daughters"
Custodial accounts are savings or investment accounts managed by an adult for a minor until they reach a certain age. Think of it as a digital piggy bank controlled by a guardian, where money or assets are held in trust for someone too young to manage them on their own. These accounts matter to investors because they provide a way to save or invest on behalf of a child, often for future education or other needs.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ESAB deferred stock units did Mitchell P. Rales receive?

ESAB Corp’s Executive Chair of the Board, Mitchell P. Rales, received 892 deferred stock units on September 30, 2026.

When will the shares underlying Mitchell P. Rales’s ESAB deferred stock units be issued?

The underlying shares will not be issued until the earlier of Rales’s death or January 31 of the second calendar year following his retirement from the Board. The units are payable solely in common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
RALES MITCHELL P

(Last)(First)(Middle)
11790 GLEN ROAD

(Street)
POTOMAC MARYLAND 20854

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ESAB Corp [ ESAB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chair of Board
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, par value $.00109/30/2026A892(1)A$017,324D
Common Stock, par value $.0013,537,797IThrough Family Partnership(2)
Common Stock, par value $.0014,816IBy trust for daughter(3)
Common Stock, par value $.0014,816IBy trust for daughter(3)
Common Stock, par value $.001155,735IBy the Mitchell P. Rales Family Trust(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On September 30, 2026, the Issuer granted to the Reporting Person deferred stock units of the Issuer ("DSUs") in the amount indicated. Since the DSUs are payable solely in common stock, they are being reported in Table I of this Form 4. The underlying shares will not be issued until the earlier of the Reporting Person's death or January 31st of the second calendar year following the Reporting Person's retirement from the Board of Directors of the Issuer.
2. The family partnership is a limited partnership that holds securities for the benefit of the Reporting Person and his adult children. The family partnership is managed by a general partner, which is a limited liability company that is indirectly controlled by the Reporting Person. The Reporting Person disclaims beneficial ownership of the shares held by the family partnership except to the extent of his pecuniary interest therein.
3. The reported shares are held through custodial accounts for the benefit of the Reporting Person's daughters. The Reporting Person disclaims beneficial ownership of the shares held by his daughters, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his daughters' shares for purposes of Section 16 or for any other purpose.
4. The reporting person is a trustee of the Mitchell P. Rales Family Trust.
/s/ Mitchell P. Rales10/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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