SEC Form 4 · accession 0001193125-26-294688
ESAB Corp · ESAB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mitchell P Rales
Officer — Executive Chair of Board · Director
Period of report
Jun 30, 2026
Accepted (ET)
Jul 2, 2026 · 4:30 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001877322
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.001F1 | Jun 30, 2026 | A | 596 | $0.00 | A | 16,432 | D | |
| Common Stock, par value $.001F2 | holding | — | — | — | 3,537,797 | I | Through Family Partnership | |
| Common Stock, par value $.001F3 | holding | — | — | — | 4,816 | I | By trust for daughter | |
| Common Stock, par value $.001F3 | holding | — | — | — | 4,816 | I | By trust for daughter | |
| Common Stock, par value $.001F4 | holding | — | — | — | 155,735 | I | By the Mitchell P. Rales Family Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On June 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.
- F2The 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 shares held in the partnership include (i) 111,346 shares contributed by the Reporting Person's adult children and entities affiliated with the Reporting Person's adult children; (ii) 70,686 shares contributed by the Mitchell P. Rales Family Trust, of which the Reporting Person is trustee; and (iii) 3,355,765 shares contributed by a revocable trust of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of the shares held by the family partnership except to the extent of his pecuniary interest therein.
- F3The 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.
- F4The reporting person is a trustee of the Mitchell P. Rales Family Trust.