ESAB Corp·4

Jul 2, 4:30 PM ET

RALES MITCHELL P 4

4 · ESAB Corp · Filed Jul 2, 2026

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ESAB (ESAB) Executive Chair Mitchell P. Rales Receives DSU Award

What Happened Mitchell P. Rales, Executive Chair of ESAB Corp (ESAB), was granted 596 deferred stock units (DSUs) on June 30, 2026. The grant is reported as an award (code A) at $0.00 per unit; the DSUs are payable solely in common stock and no cash was exchanged at grant.

Key Details

  • Transaction date: 2026-06-30; Form 4 filed 2026-07-02 (covers the June 30 grant).
  • Grant: 596 DSUs reported at $0.00 per unit (total reported value $0 on grant).
  • Underlying shares: DSUs will be settled in ESAB common stock, but the underlying shares will not be issued until the earlier of the reporting person’s death or January 31 of the second calendar year following the reporting person’s retirement from ESAB’s Board. (Footnote provided in filing.)
  • Holdings disclosures: Footnotes indicate substantial family/related-party holdings (family partnership, trusts, custodial accounts) and include disclaimers of beneficial ownership except as to pecuniary interest; these are background ownership notes, not part of the DSU grant itself.
  • Filing timeliness: No late-filing indicator was reported; the Form 4 was filed two days after the grant date.

Context DSUs are a deferred equity award — they represent the right to receive shares later rather than immediate stock issuance. Such awards are common for board members and are not an immediate buy or sale signal to the market. The payment timing (upon death or after a specified post-retirement date) means these units do not increase current outstanding share count until settled.

Insider Transaction Report

Form 4
Period: 2026-06-30
RALES MITCHELL P
DirectorExecutive Chair of Board
Transactions
  • Award

    Common Stock, par value $.001

    [F1]
    2026-06-30+59616,432 total
Holdings
  • Common Stock, par value $.001

    [F2]
    (indirect: By Partnership)
    3,537,797
  • Common Stock, par value $.001

    [F3]
    (indirect: By Trust)
    4,816
  • Common Stock, par value $.001

    [F3]
    (indirect: By Trust)
    4,816
  • Common Stock, par value $.001

    [F4]
    (indirect: By Trust)
    155,735
Footnotes (4)
  • [F1]On 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.
  • [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 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.
  • [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.
  • [F4]The reporting person is a trustee of the Mitchell P. Rales Family Trust.
Signature
/s/ Mitchell P. Rales|2026-07-02

Documents

1 file
  • 4
    ownership.xmlPrimary

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