Campion Michele 4

4 · ESAB Corp · Filed Mar 11, 2026

AI-generated summary of this filing

Updated Mar 12, 2026

ESAB (ESAB) CHRO Michele Campion Receives RSU Award; Shares Withheld

What Happened

Michele Campion, Chief Human Resources Officer at ESAB Corporation, received a grant/vesting of 3,618 restricted stock units (RSUs) on March 9, 2026. To cover tax withholding tied to the vesting, ESAB withheld a total of 1,796 shares (net share settlement) valued at $107.02 per share, totaling about $192,208 ($35,103 for 328 shares and $157,105 for 1,468 shares). The filing also records conversion/exercise of 958 derivative units (reported as exercised/converted) with no cash proceeds reported.

Key Details

Transaction date: March 9, 2026; Form filed March 11, 2026 (appears timely).
Award: 3,618 shares reported as a grant/vesting (RSUs).
Tax withholding: 1,796 shares withheld by the company (net settlement) at $107.02/share; combined withholding value ≈ $192,208.
Derivative activity: Two entries for 958-share exercises/conversions (one reported as acquired, one reported with $0 proceeds).
Footnotes: RSUs represent contingent rights to one share each (F1). Vesting includes performance-based RSUs granted Mar 8, 2023 that vested Mar 8, 2026 (F3) and time-based RSUs that completed vesting Mar 8, 2026 (F5). Company withheld shares via net settlement to satisfy tax liabilities; no open-market sale by the insider to cover taxes (F2, F4).
Shares owned after transaction: Not specified in the provided filing excerpt.

Context

This is primarily an award/vesting event (not an open-market purchase or voluntary sale). Net share settlement to cover taxes is routine for RSU vesting and does not indicate a public-market sale by the insider.
The derivative entries reflect conversion/exercise activity (common when RSUs or options vest/convert); no cash proceeds were reported, consistent with internal settlement/administrative processing.

Form 4

Period: 2026-03-09

Chief Human Resources Officer

Transactions

Exercise/Conversion
Common stock, par value $0.001
[F1]
2026-03-09+958→ 12,451 total
Tax Payment
Common stock, par value $0.001
[F2]
2026-03-09$107.02/sh−328$35,103→ 12,123 total
Award
Common stock, par value $0.001
[F3]
2026-03-09+3,618→ 15,741 total
Tax Payment
Common stock, par value $0.001
[F4]
2026-03-09$107.02/sh−1,468$157,105→ 14,273 total
Exercise/Conversion
Restricted Stock Units
[F1][F5]
2026-03-09−958→ 0 total
From: 2024-03-08Exp: 2026-03-08→ Common stock, par value $0.001 (958 underlying)

Footnotes (5)

[F1]Each restricted stock unit represents a contingent right to receive one share of common stock of ESAB Corporation.
[F2]Represents shares withheld by ESAB Corporation in connection with net share settlement to satisfy the reporting person's tax liability based upon the vesting of restricted stock units. No shares were sold by the reporting person to satisfy this tax liability.
[F3]Represents shares vested pursuant to performance-based restricted stock units granted on March 8, 2023, which vesting was subject to the certification of certain performance criteria. The award vested on March 8, 2026.
[F4]Represents shares withheld by ESAB Corporation in connection with net share settlement to satisfy the reporting person's tax liability based upon the vesting of performance-based restricted stock units. No shares were sold by the reporting person to satisfy this tax liability.
[F5]This award represents restricted stock units that vest in three equal annual installments beginning on the first anniversary of the grant date. All remaining restricted stock units from this award vested on March 8, 2026.

Signature

/s/ Curtis E. Jewell, Attorney-in-Fact|2026-03-11

1 file