Johnson Kevin J 4

What Happened

• Kevin J. Johnson, Chief Financial Officer of ESAB Corporation (ESAB), received shares from vesting awards and conversion of derivatives on March 9, 2026. The filing shows 7,582 shares issued as an award (restricted stock units) and 2,006 shares from exercise/conversion of a derivative — a total of 9,588 shares credited.
• To cover tax liabilities related to vesting/conversion, ESAB withheld 986 shares (value reported at $107.02/share = $105,522) and 3,727 shares (value reported at $107.02/share = $398,864), a combined withholding of 4,713 shares (~$504,386). No open-market sales were made by the insider; the company performed a net share settlement to satisfy taxes.

Key Details

• Transaction date: March 9, 2026; Form 4 filed March 11, 2026 (appears timely).
• Transactions recorded: conversion/exercise of derivative (M) for 2,006 shares; grant/award (A) of 7,582 RSUs; tax/withholding settlements (F) of 986 and 3,727 shares at $107.02/share.
• Shares acquired (gross): 9,588; shares withheld for taxes: 4,713; implied net shares retained: 4,875.
• Footnotes: RSUs represent a contingent right to one share (F1). Withheld shares reflect net share settlement to satisfy tax liability; no shares were sold on the open market to cover taxes (F2, F4). The awards include performance-based RSUs that vested after certification (F3) and time-based RSUs that fully vested on March 8, 2026 (F5).
• Shares owned after the transaction: not explicitly reported on the Form 4.

Context

• This filing reflects compensation vesting and conversion activity (award vesting and derivative conversion), not an open-market sale or purchase — a common, non-speculative insider event tied to pay. The net share settlement (company withholding shares for taxes) is routine and should not be read as a market sale by the insider.