Institutional Investor T. Rowe Price Reports 11% Ownership of ESAB (Schedule 13G/A)

Rhea-AI Filing Summary

T. Rowe Price Associates, Inc. reports owning 6,644,636 shares of ESAB Corp common stock, equal to 11.0% of the class. The filing shows the firm has sole voting power over 6,388,678 shares and sole dispositive power over 6,618,219 shares, with no shared voting or dispositive power reported.

This Schedule 13G/A disclosure indicates a significant institutional stake held in the ordinary course of business; the filing expressly states the position was not acquired to change or influence control of ESAB.

Positive

• Significant institutional ownership: T. Rowe Price reports owning 6,644,636 shares, representing 11.0% of ESAB common stock.
• Sole voting and dispositive authority: Filing shows 6,388,678 shares with sole voting power and 6,618,219 shares with sole dispositive power, with 0 shared power.

Negative

• None.

Insights

Financial Analyst

TL;DR Large institutional stake disclosed: 11.0% holding indicates meaningful ownership but is reported as passive.

The disclosure documents a substantial position by a major asset manager: 6,644,636 shares (11.0%). Such a stake is large enough to matter for ownership metrics and potential voting outcomes yet the filer certifies the holding is in the ordinary course and not intended to influence control. For investors, this signals concentrated institutional ownership without an announced activist agenda; the numbers for sole voting and dispositive power show the manager can act unilaterally on those shares if it chose to.

Corporate Governance Expert

TL;DR Significant voting and dispositive authority reported, but filing under Schedule 13G language indicates passive intent rather than an active control effort.

The report shows T. Rowe Price holds sole voting power on 6,388,678 shares and sole dispositive power on 6,618,219 shares. Classification as a Schedule 13G amendment and the certification language that the position was not acquired to influence control suggest passive investment status. From a governance perspective, the stake is large enough to influence close votes, though the filing contains no indication of coordination with other holders or plans to seek control.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

ESAB CORP

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

29605J106

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 29605J106

1

Names of Reporting Persons

T. Rowe Price Associates, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MARYLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 6,388,678.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 6,618,219.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,644,636.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

11.0 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: ESAB CORP
(b)	Address of issuer's principal executive offices: 909 ROSE AVENUE, 8TH FLOOR, NORTH BETHESDA, MD, 20852
Item 2.
(a)	Name of person filing: T. Rowe Price Associates, Inc.
(b)	Address or principal business office or, if none, residence: 1307 Point Street, Baltimore, MD 21231
(c)	Citizenship: Maryland
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP No.: 29605J106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 6644636
(b)	Percent of class: 11.0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 6388678
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 6618219
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. T. Rowe Price Associates, Inc. hereby declares and affirms that the filing of Schedule 13G shall not be construed as an admission that Price Associates is the beneficial owner of the securities referred to, which beneficial ownership is expressly denied.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

T. Rowe Price Associates, Inc.

Signature:	Ellen York
Name/Title:	Vice President
Date:	08/14/2025

FAQ

How many ESAB (ESAB) shares does T. Rowe Price own?

T. Rowe Price reports owning 6,644,636 shares of ESAB common stock, equal to 11.0% of the class.

What voting power does T. Rowe Price report for its ESAB stake?

The filing reports sole voting power on 6,388,678 shares and 0 shares with shared voting power.

Under which filing type was this ownership disclosed for ESAB?

The document is a Schedule 13G/A amendment. The filing's certification states the position is held in the ordinary course and not to influence control; the specific rule checkbox is not clearly indicated in the provided text.

Does T. Rowe Price hold more than 5% of ESAB?

Yes. The disclosed holding equals 11.0% of ESAB's common stock, which exceeds the 5% threshold.

Was the ownership reported as held on behalf of another person?

Item 6 of the filing is marked Not Applicable, indicating the reporting is not presented as on behalf of another person in this statement.