ESAB / ESAB Corporation - SEC Filings, Annual Report, Proxy Statement

ESAB Corporation
US ˙ NYSE ˙ US29605J1060

Basic Stats
LEI 549300ZNV0SWBXEIWT04
CIK 1877322
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ESAB Corporation
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
August 6, 2025 EX-99.1

ESAB Corporation Announces Second Quarter 2025 Results

ESAB Corporation Announces Second Quarter 2025 Results •Strong performance in high-growth markets •Record Core adjusted EBITDA margin •Two Gas Control acquisitions completed, and one Fab Tech acquisition signed •Raised full year 2025 guidance North Bethesda, MD, August 6, 2025 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced financial results for the second quarter of 2025.

August 6, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 4, 2025 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 4, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Exa

August 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 ESAB Corporation (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incor

June 26, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2025 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorp

June 26, 2025 EX-99.1

ESAB Corporation to Acquire EWM GmbH, Expanding Global Equipment Capabilities and Strengthening Strategic Position

Exhibit 99.1 ESAB Corporation to Acquire EWM GmbH, Expanding Global Equipment Capabilities and Strengthening Strategic Position North Bethesda, MD, June 26, 2025 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, announced today that it has signed a definitive agreement to acquire EWM GmbH (“EWM”), a German-based leader in heavy industrial welding e

May 30, 2025 SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB CORPORATION (Exact name of the registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB CORPORATION (Exact name of the registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 909 Rose Avenue, 8th Floor 20852 North Bethesda, MD (Addres

May 30, 2025 EX-1.01

Conflict Minerals Report

Exhibit 1.01 Conflict Minerals Report ESAB Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for the period from January 1, 2024 to December 31, 2024 as provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (collectively, the “Conflict Minerals Rule”). Unless the context indicates otherwise, the terms “ESAB,” “we,” “its,” “u

May 14, 2025 EX-10

Amended and Restated ESAB Corporation 2022 Omnibus Incentive Plan

Exhibit 10.1 ESAB Corporation 2022 Omnibus Incentive Plan (as amended and restated, effective as of May 8, 2025) ESAB Corporation, a Delaware corporation, has established the ESAB Corporation 2022 Omnibus Incentive Plan, as amended and restated, effective as of May 8, 2025, as follows: SECTION 1. PURPOSE The Plan is intended to enhance the Company's and its Affiliates' (as defined herein) ability

May 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 ESAB Corporation (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorpor

May 1, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorpor

May 1, 2025 EX-10.1

ESAB CORPORATION

1 Exhibit 10.1 ESAB CORPORATION ANNUAL INCENTIVE PLAN (amended and restated, effective as of February 27, 2025) 2 Exhibit 10.1 TABLE OF CONTENTS Page 1. PURPOSE 3 2. DEFINITIONS 3 3. ADMINISTRATION OF THE PLAN 4 3.1 Committee 4 3.2 Deferral Arrangement 4 4. ELIGIBILITY 4 5. ANNUAL INCENTIVE AWARDS 4 5.1 Granting Annual Incentive Awards 4 5.2 Determination of Annual Incentive Award 6 5.3 Time and F

May 1, 2025 EX-99.1

ESAB Corporation Announces First Quarter 2025 Results

ESAB Corporation Announces First Quarter 2025 Results •Flat core organic growth •Mid-single-digit welding and gas equipment growth •Strong margin performance •Completed Bavaria acquisition •Full year outlook remains on-track including tariff impact North Bethesda, MD, May 1, 2025 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced financial results for the first quarter of 2025.

May 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended April 4, 2025 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended April 4, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Ex

April 11, 2025 DEFA14A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

March 28, 2025 DEFA14A

Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V65678-P26209-Z89401 ESAB CORPORATION 909 ROSE AVENUE, 8TH FLOOR NORTH BETHES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

March 28, 2025 DEF 14A

DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

February 20, 2025 EX-19.1

ESAB Corporation INSIDER TRADING POLICY

Exhibit 19.1 ESAB Corporation INSIDER TRADING POLICY Federal and state laws prohibit trading in the securities of a company while in possession of material nonpublic information regarding the company or its securities. It is the policy of ESAB Corporation and its subsidiaries (the “Company”) to comply fully, and to assist the Company’s directors, officers and employees in complying fully, with all

February 20, 2025 EX-99.1

ESAB Corporation Announces Fourth Quarter 2024 Results

ESAB Corporation Announces Fourth Quarter 2024 Results and Initiates Full Year 2025 Guidance •Flat core organic growth •High-single-digit welding equipment growth •EBX driving record margin •Completed acquisition of SUMIG •Signed agreement to acquire Bavaria North Bethesda, MD, February 20, 2025 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced strong financial results for the fourth quarter of 2024.

February 20, 2025 EX-21.1

ESAB Corporation Subsidiaries of the Registrant

EX-21.1 4 exhibit211listofsubsidiari.htm EX-21.1 Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Agridzaar Limited Cyprus AS ESAB Norway Canadian Cylinder Company Ltd. Canada CAST Limited United Kingdom Central Mining Finance Limited United Kingdom Charter Central Finance Limited United Kingdom Charter Central Services Limited United Kingdom Charter Consolidated Ho

February 20, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41297 ESAB CORPORATION (Exact name

February 20, 2025 EX-18.1

February 20, 2025

Exhibit 18.1 February 20, 2025 Board of Directors ESAB Corporation 909 Rose Avenue 8th Floor North Bethesda, MD 20852 Ladies and Gentlemen: Note 2 and 11 of Notes to Consolidated and Combined Financial Statements of ESAB Corporation included in its Form 10-K for the year ended December 31, 2024 describe a change in the method of accounting used to determine the cost of inventory at certain U.S. bu

February 20, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of in

October 29, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 27, 2024 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 27, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporatio

October 29, 2024 EX-99.1

ESAB Corporation Announces Third Quarter 2024 Results

ESAB Corporation Announces Third Quarter 2024 Results •Positive core organic growth •New equipment gaining traction •EBX driving record margin •Raised mid-point of 2024 outlook North Bethesda, MD, October 29, 2024 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced financial results for the third quarter of 2024.

October 29, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of inc

October 29, 2024 EX-10.1

Outside Director RSU

Outside Director RSUPage 1 of 4 ESAB Corporation Exhibit 10.1 2022 Omnibus Incentive Plan Outside Director Restricted Stock Unit Agreement ESAB Corporation, a Delaware corporation (the “Company”), hereby grants stock units relating to shares of its common stock, $.001 par value (the “Stock”), to the individual named below as the Grantee. The terms and conditions of the grant are set forth in this

August 14, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 ESAB Corporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File N

August 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 28, 2024 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 28, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Ex

August 2, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incor

August 2, 2024 EX-99.1

ESAB Corporation Announces Second Quarter 2024 Results

ESAB Corporation Announces Second Quarter 2024 Results •Positive core organic growth •EBX driving record margin and free cash flow •Completed the acquisition of the welding business of Linde Bangladesh North Bethesda, MD, August 2, 2024 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced financial results for the second quarter of 2024.

May 31, 2024 SD

United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 (State or other jurisdiction of incorporation) (C

United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 (State or other jurisdiction of incorporation) (Commission file number) 909 Rose Avenue, 8th Floor North Bethesda, MD 20852 (Address of principal executive offices) (Zip code) Curtis E. Jewell, Senio

May 31, 2024 EX-1.01

Conflict Minerals Report

Exhibit 1.01 Conflict Minerals Report ESAB Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for the period from January 1, 2023 to December 31, 2023 as provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (collectively, the “Conflict Minerals Rule”). Unless the context indicates otherwise, the terms “ESAB,” “we,” “its,” “u

May 15, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Numbe

May 1, 2024 EX-99.1

ESAB Corporation Announces First Quarter 2024 Results

ESAB Corporation Announces First Quarter 2024 Results •Record first quarter sales and margin performance •EBX expected to drive improved full year margins •Strengthened balance sheet with successful bond offering •Completed acquisition of Sager S.

May 1, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorpor

May 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 29, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 29, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (E

April 9, 2024 EX-4.1

Indenture, dated as of April 9, 2024, by and among ESAB Corporation, as issuer, the guarantors named therein, and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.1 ESAB CORPORATION as Issuer THE GUARANTORS FROM TIME TO TIME PARTY HERETO and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee, Paying Agent, Registrar and Transfer Agent INDENTURE Dated as of April 9, 2024 6.25% SENIOR NOTES DUE 2029 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions. 1 Section 1.02 Other Definitions. 20 Section 1.03 Rules of Construction.

April 9, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Num

March 29, 2024 DEF 14A

DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Defin

March 29, 2024 DEFA14A

Your Vote Counts! Smartphone users Point your camera here and vote without entering a control number For complete information and to vote, visit www.ProxyVote.com Control # V35642-P06124-Z87005 ESAB CORPORATION 909 ROSE AVENUE, 8TH FLOOR NORTH BETHES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

March 26, 2024 EX-99.1

ESAB Corporation Announces Offering of Senior Notes

Exhibit 99.1 ESAB Corporation Announces Offering of Senior Notes NORTH BETHESDA, MD — March 25, 2024 — ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, announced today that it intends to offer senior notes in an aggregate principal amount of $600 million maturing in 2029 (the “Notes”), subject to market conditions. ESAB intends to use the net procee

March 26, 2024 EX-99.2

ESAB Corporation Announces Upsizing and Pricing of its 6.25% Senior Notes due 2029

Exhibit 99.2 ESAB Corporation Announces Upsizing and Pricing of its 6.25% Senior Notes due 2029 NORTH BETHESDA, MD — March 25, 2024 — ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, announced today the pricing of its previously announced offering of $700 million aggregate principal amount of 6.25% Senior Notes due 2029 (the “Notes”). The aggregate

March 26, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Nu

February 29, 2024 EX-10.24

December 8, 2022

Exhibit 10.24 December 8, 2022 Olivier Biebuyck Via E-Mail Strictly private and confidential Dear Olivier, Congratulations! I am incredibly pleased to outline the terms of your promotion to President, Fabrication Technology, reporting to me at our World Headquarters in North Bethesda, MD. As you know, at ESAB our purpose and values are critical to our success. We know that the power to create bett

February 29, 2024 EX-97.1

ESAB Corporation Clawback Policy

Exhibit 97.1 ESAB Corporation Clawback Policy Recoupment of Incentive-Based Compensation It is the policy of ESAB Corporation (the “Company”) that, in the event the Company is required to prepare an accounting restatement of the Company’s financial statements due to material non-compliance of the Company with any financial reporting requirement under U.S. federal securities laws, the Company will

February 29, 2024 S-3ASR

As filed with the Securities and Exchange Commission on February 29, 2024

As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

February 29, 2024 EX-4.4

Form of Subordinated Indenture.

Exhibit 4.4 ESAB Corporation Subordinated Debt Securities Form of Indenture Dated as of , as Trustee CROSS-REFERENCE TABLE This Cross-Reference Table is not a part of the Indenture TIA Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (b) 7.08; 7.10; 11.02 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 (b) 11.03 (c) 11.03 313(a) 7.06 (b)(1) N.A. (b)(2) 7.06 (c) 11.02 (d) 7.06

February 29, 2024 EX-FILING FEES

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ESAB Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Debt Securities(1) Rule 456(b) and Rule 457(r)(2) (2) (2) (2) (3) (3) Equity Common Stock, par value $0.

February 29, 2024 EX-21.1

ESAB Corporation Subsidiaries of the Registrant

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Agridzaar Limited Cyprus Airgare Limited England and Wales AS ESAB Norway Canadian Cylinder Company Ltd. Ontario CAST Limited England and Wales CAST Resources Limited England and Wales Central Mining Finance Limited England and Wales Charter Central Finance Limited England and Wales Charter Central Services Limited En

February 29, 2024 10-K

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41297 ESAB CORPORATION (Exact name

February 29, 2024 EX-99.1

ESAB Corporation Announces Fourth Quarter 2023 Results

ESAB Corporation Announces Fourth Quarter 2023 Results and Initiates Full Year 2024 Guidance •Record fourth quarter sales and margin performance •Sales and core organic growth up 4% •Reported operating income of $104 million and core adjusted EBITDA of $126 million, up 18% versus prior year •Initiated full year 2024 outlook North Bethesda, MD, February 29, 2024 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a focused premier industrial compounder, today announced record financial results for the fourth quarter of 2023.

February 29, 2024 EX-4.3

Form of Senior Indenture.

Exhibit 4.3 ESAB Corporation Senior Debt Securities Form of Indenture Dated as of , as Trustee CROSS-REFERENCE TABLE This Cross-Reference Table is not a part of the Indenture TIA Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (b) 7.08; 7.10; 11.02 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 (b) 11.03 (c) 11.03 313(a) 7.06 (b)(1) N.A. (b)(2) 7.06 (c) 11.02 (d) 7.06 314(a

February 29, 2024 EX-10.23

December 9, 2022

Exhibit 10.23 December 9, 2022 Eleanor Lukens Via E-Mail Strictly private and confidential Dear Eleanor, Congratulations! We are incredibly pleased to extend you an employment offer for the position of President, Americas, reporting to me at our World Headquarters in North Bethesda, MD. We are excited about you joining our team as you bring a unique set of skills, experiences, and overall talent t

February 29, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of in

February 13, 2024 SC 13G/A

ESAB / ESAB Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Esab Corp Title of Class of Securities: Common Stock CUSIP Number: 29605J106 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-

February 13, 2024 SC 13G/A

ESAB / ESAB Corporation / COOKE & BIELER LP - NONE Passive Investment

SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ESAB Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 29605J106 (CUSIP Number) Calendar Year 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

December 5, 2023 8-K/A

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.

December 5, 2023 EX-99.1

Forward-Looking Statements & Non-GAAP Disclaimer 2 DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes. References herein to the terms “ESAB” and the “Com

Forward-Looking Statements & Non-GAAP Disclaimer 2 DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes.

December 5, 2023 EX-99.1

Forward-Looking Statements & Non-GAAP Disclaimer 2 DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes. References herein to the terms “ESAB” and the “Com

Forward-Looking Statements & Non-GAAP Disclaimer 2 DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes.

December 5, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of inc

November 1, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of inc

November 1, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 29, 2023 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 29, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporatio

November 1, 2023 EX-99.1

ESAB Corporation Announces Third Quarter 2023 Results And Raises Full Year Guidance

ESAB Corporation Announces Third Quarter 2023 Results And Raises Full Year Guidance •Record third quarter sales and margin performance •Sales up 10% with core organic growth of 7% •Reported operating income of $101 million and core adjusted EBITDA of $118 million, up 23% versus prior year •Raised full year 2023 outlook North Bethesda, MD, November 1, 2023 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a premier narrowly diversified industrial company, today announced record financial results for the third quarter of 2023.

August 1, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incor

August 1, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Ex

August 1, 2023 EX-99.1

ESAB Corporation Announces Second Quarter 2023 Results

ESAB Corporation Announces Second Quarter 2023 Results •Record sales and margin performance •Sales up 9% with core organic growth of 6% •Reported net income from continuing operations attributable to ESAB of $67 million and core adjusted EBITDA of $127 million, up 20% versus prior year second quarter •Raised full year 2023 outlook North Bethesda, MD, August 1, 2023 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a world leader in connected fabrication technology and gas control solutions, today announced record financial results for the second quarter of 2023.

July 6, 2023 EX-4.1

Certificate of Incorporation of ESAB Corporation

EX-4.1 Exhibit 4.1 CERTIFICATE OF INCORPORATION OF ESAB CORPORATION FIRST: The name of the Corporation is: ESAB CORPORATION (the “Corporation”) SECOND: The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of its registered agent at such address is The Corporation Trust Co

July 6, 2023 EX-4.3

Bylaws of ESAB Corporation

EX-4.3 Exhibit 4.3 BYLAWS OF ESAB CORPORATION ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place as may be designated from time to time by the Board of Directors, the Chairman of the Board or the President or, if not so designated, at the principal office of the corporation. The Board of Directors may, in its sole discretion, determine that a mee

July 6, 2023 S-8 POS

As filed with the Securities and Exchange Commission on July 6, 2023

As filed with the Securities and Exchange Commission on July 6, 2023 Registration No.

May 31, 2023 EX-1.01

Conflict Minerals Report

EX-1.01 Exhibit 1.01 Conflict Minerals Report ESAB Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for the period from January 1, 2022 to December 31, 2022 as provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (collectively, the “Conflict Minerals Rule”). Unless the context indicates otherwise, the terms “ESAB,” “we,” “

May 31, 2023 SD

United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 (State or other jurisdiction of incorporation) (C

Form SD United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 (State or other jurisdiction of incorporation) (Commission file number) 909 Rose Avenue, 8th Floor North Bethesda, MD 20852 (Address of principal executive offices) (Zip code) Curtis E. Jewel

May 16, 2023 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction or incorporations) (Commission File Num

May 2, 2023 EX-99.1

ESAB Corporation Announces First Quarter 2023 Results

ESAB Corporation Announces First Quarter 2023 Results •Sales grew 6% with core organic growth of 7% •Reported net income from continuing operations attributable to ESAB of $33 million and core adjusted EBITDA of $113 million, up 12% versus prior year first quarter •Issued inaugural sustainability report •Raised full year 2023 outlook North Bethesda, MD, May 2, 2023 - ESAB Corporation (“ESAB” or the “Company”) (NYSE: ESAB), a world leader in connected fabrication technology and gas control solutions, today announced excellent financial results for the first quarter of 2023.

May 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 ESAB Corporation (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorpor

May 2, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (E

March 31, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

March 31, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

March 15, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 ESAB Corporation (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction or incorporations) (Commission File N

March 7, 2023 EX-21.1

ESAB Corporation Subsidiaries of the Registrant

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Agridzaar Limited Cyprus Airgare Limited United Kingdom Arc Machines GmbH Germany AS ESAB Norway Canadian Cylinder Company Ltd. Canada CAST Limited United Kingdom CAST Resources Limited United Kingdom Central Mining Finance Limited United Kingdom Charter Central Finance Limited United Kingdom Charter Central Services

March 7, 2023 EX-10.21

November 30, 2021

Exhibit 10.21 November 30, 2021 Michele Campion Via Email Dear Michele, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business' equity owned by the Company to the Company's shareholders or otherwise (the "Transaction"). Contingent on the consummation of t

March 7, 2023 EX-99.1

ESAB Corporation Announces Fourth Quarter 2022 Results

ESAB Corporation Announces Fourth Quarter 2022 Results •Achieved $0.97 diluted EPS from continuing operations, and $1.05 of core adjusted diluted EPS •Increased sales 6% with core organic growth of 11% •Reported net income from continuing operations attributable to ESAB of $59 million and core adjusted EBITDA of $107 million, up 10% versus prior year fourth quarter •Completed Swift-Cut and Therapy

March 7, 2023 EX-4.1

Exhibit 4.1

EXHIBIT 4.1 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 ESAB Corporation (the “Company”, “we”, “us” or “our”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock, $0.001 par value per share (the “common stock”). The following summary

March 7, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 7, 2023 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorp

March 7, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41297 ESAB CORPORATION (Exact name

March 7, 2023 EX-10.35

Michele Campion

Exhibit 10.35 November 30, 2021 Michele Campion 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Michele: In light of the strategic decision announce by Colfax Corporation ("Colfax") on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESA

February 14, 2023 SC 13G

ESAB / ESAB Corp / COOKE & BIELER LP - NONE Passive Investment

SC 13G 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* ESAB Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 29605J106 (CUSIP Number) Calendar Year 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu

February 9, 2023 SC 13G

ESAB / ESAB Corp / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Esab Corp. Title of Class of Securities: Common Stock CUSIP Number: 29605J106 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ Rule 13d-1(c

November 18, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File

November 18, 2022 EX-1.1

Underwriting Agreement, dated November 15, 2022, among ESAB Corporation, Enovis Corporation, Goldman Sachs & Co. LLC, as selling stockholder, and Goldman Sachs & Co. LLC and Evercore Group L.L.C., as representatives of the several underwriters named therein.

EX-1.1 2 d418560dex11.htm EX-1.1 Exhibit 1.1 ESAB Corporation Common Stock, par value $0.001 per share Underwriting Agreement November 15, 2022 Goldman Sachs & Co. LLC Evercore Group L.L.C. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282 c/o Evercore Group L.L.C. 55 East 52nd S

November 17, 2022 424B4

6,003,431 shares ESAB Corporation Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-268325 PROSPECTUS SUPPLEMENT (To Prospectus dated November 15, 2022) 6,003,431 shares ESAB Corporation Common Stock The selling stockholder identified in this prospectus supplement is offering 6,003,431 shares of our common stock. We are not selling any shares of common stock under this prospectus supplement and the accompanyi

November 16, 2022 FWP

ESAB Corporation

Free Writing Prospectus Filed Pursuant to Rule 433 Issuer Free Writing Prospectus dated November 15, 2022 Relating to Preliminary Prospectus issued November 14, 2022 Registration Statement File No.

November 14, 2022 EX-21.1

Subsidiaries of the Registrant.

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Agridzaar Limited Cyprus Airgare Limited United Kingdom Arc Machines GmbH Germany AS ESAB Norway Canadian Cylinder Company Ltd. Canada CAST Limited United Kingdom CAST Resources Limited United Kingdom Central Mining Finance Limited United Kingdom Charter Central Finance Limited United Kingdom Charter Central Services

November 14, 2022 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 ESAB Corporation Common Stock, par value $0.001 per share Underwriting Agreement [•], 2022 Goldman Sachs & Co. LLC Evercore Group L.L.C. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282 c/o Evercore Group L.L.C. 55 East 52nd Street New York, New York 10055 Ladies and

November 14, 2022 CORRESP

ESAB Corporation 909 Rose Avenue, 8th Floor North Bethesda, Maryland 20852

ESAB Corporation 909 Rose Avenue, 8th Floor North Bethesda, Maryland 20852 November 14, 2022 VIA EDGAR U.

November 14, 2022 CORRESP

GOLDMAN SACHS & CO. LLC 200 West Street New York, New York 10282

CORRESP 1 filename1.htm GOLDMAN SACHS & CO. LLC 200 West Street New York, New York 10282 EVERCORE GROUP L.L.C. 55 East 52nd Street New York, New York 10055 November 14, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549-6010 Attention: Jeff Kauten Re: ESAB Corporation Registration Statement on Form S-1 ( File No

November 14, 2022 EX-10.7

Registration Rights Agreement, dated March 17, 2022, among ESAB Corporation, Mitchell P. Rales and Steven M. Rales

Exhibit 10.7 ESAB CORPORATION REGISTRATION RIGHTS AGREEMENT March 17, 2022 This Registration Rights Agreement (this ?Agreement?), dated as of March 17, 2022 and effective as of the Effective Time (as defined below), is made among ESAB Corporation, a Delaware corporation (the ?Company? or ?ESAB?), and Mitchell P. Rales and Steven M. Rales (together, the ?Rales Holders?). The Rales Holders are also

November 14, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) ESAB Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be Paid Equity Common stock, par value $0.

November 14, 2022 S-1

As filed with the U.S. Securities and Exchange Commission on November 14, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ESAB CORPOR

Table of Contents As filed with the U.S. Securities and Exchange Commission on November 14, 2022. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ESAB CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 3569 87-0923837 (State or Other Jurisdiction of Incorporation

November 3, 2022 EX-99.1

ESAB Corporation Announces Third Quarter 2022 Results

ESAB Corporation Announces Third Quarter 2022 Results ?Achieved $0.88 diluted EPS from continuing operations, and $0.92 of core adjusted diluted EPS ?Increased sales 2% with core organic growth of 10% ?Reported net income from continuing operations attributable to ESAB of $53 million and core adjusted EBITDA of $96 million, up 5% versus prior year third quarter ?Completed acquisition of Ohio Medic

November 3, 2022 EX-31.02

1. I have reviewed this quarterly report on Form 10-Q of ESAB Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

Exhibit 31.02 CERTIFICATIONS I, Kevin Johnson, certify that: 1. I have reviewed this quarterly report on Form 10-Q of ESAB Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect

November 3, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporatio

November 3, 2022 EX-31.01

1. I have reviewed this quarterly report on Form 10-Q of ESAB Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light

Exhibit 31.01 CERTIFICATIONS I, Shyam P. Kambeyanda, certify that: 1. I have reviewed this quarterly report on Form 10-Q of ESAB Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with re

November 3, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of inc

November 3, 2022 EX-32.02

Certification Pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)

Exhibit 32.02 Certification Pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) I, Kevin Johnson, as Executive Vice President, Finance, Chief Financial Officer of ESAB Corporation (the “Company”), certify, pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002), that to my knowledge: 1.the quart

November 3, 2022 EX-32.01

Certification Pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)

Exhibit 32.01 Certification Pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) I, Shyam P. Kambeyanda, as President and Chief Executive Officer of ESAB Corporation (the “Company”), certify, pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002), that to my knowledge: 1.the quarterly report on

August 18, 2022 SC 13D

ESAB / ESAB Corp / RALES MITCHELL P - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* ESAB Corporation (Name of Issuer) Common Stock, par value $.001 per share (Title of Class of Securities) 29605J106 (CUSIP Number) Scott Brannan 11790 Glen Road Potomac, MD 20854 (301) 299-2225 (Name, Address and Telephone Number of Person Authorize

August 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 1, 2022 ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended July 1, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Exa

August 9, 2022 EX-99.1

ESAB Corporation Announces Second Quarter 2022 Results

ESAB Corporation Announces Second Quarter 2022 Results ?Reported $0.94 diluted EPS from continuing operations and $1.14 of adjusted diluted EPS ?Increased sales 5%, including organic growth of 9%, to a record $661 million ?Achieved record adjusted EBITDA of $111 million, up 6% versus prior year ?Strong second quarter results and reaffirmed 2022 full year guidance ?Successfully extended $600 millio

August 9, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incor

July 21, 2022 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction or incorporations

July 21, 2022 DRS

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. § 200.83 As confidentially submitted to the U.S. Securities and Exchange Commission on July 21, 2022. This draft registration statement has not been publicly filed with the U.

Table of Contents Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.

July 21, 2022 EX-21.1

ESAB Corporation Subsidiaries of the Registrant Entity Name Country Conarco Alambres y Soldaduras SA Argentina ESAB Argentina SA Argentina Margarita SA Argentina Cigweld Pty Ltd. Australia Victor Technologies Australia Pty Ltd. Australia ESAB Gesells

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Conarco Alambres y Soldaduras SA Argentina ESAB Argentina SA Argentina Margarita SA Argentina Cigweld Pty Ltd. Australia Victor Technologies Australia Pty Ltd. Australia ESAB Gesellschaft m.b.H. Austria NV E.S.A.B. Belgium Exelvia (Bermuda) Limited Bermuda Condor Equipamentos Industriais Ltda Brazil ESAB Industria e C

July 21, 2022 EX-10.7

ESAB CORPORATION REGISTRATION RIGHTS AGREEMENT March 17, 2022

Exhibit 10.7 ESAB CORPORATION REGISTRATION RIGHTS AGREEMENT March 17, 2022 This Registration Rights Agreement (this ?Agreement?), dated as of March 17, 2022 and effective as of the Effective Time (as defined below), is made among ESAB Corporation, a Delaware corporation (the ?Company? or ?ESAB?), and Mitchell P. Rales and Steven M. Rales (together, the ?Rales Holders?). The Rales Holders are also

June 28, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction or incorporations) (Commission File Nu

June 28, 2022 EX-10.1

Amendment No. 2 to Credit Agreement, dated June 28, 2022

Exhibit 10.1 Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT This Amendment No. 2 to Credit Agreement, dated as of June 28, 2022 (this ?Amendment?) is among ESAB Corporation, a Delaware corporation (the ?Lead Borrower?), the financial institutions listed on the signature pages hereof as Term A-3 Lenders (collectively, the ?Term A-3 Lenders?), the Existing Lenders (as defined below) party her

May 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended April 1, 2022 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended April 1, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number - 001-41297 ESAB Corporation (Ex

May 10, 2022 SC 13G

ESAB / ESAB Corp / PRICE T ROWE ASSOCIATES INC /MD/ - ESAB AS OF 04/30/2022 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) ESAB Corp (Name of Issuer) COMMON STOCK (Title of Class of Securities) 29605J106 (CUSIP NUMBER) April 30, 2022 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [x]

May 10, 2022 EX-99.1

ESAB Corporation Announces First Quarter 2022 Results

ESAB Corporation Announces First Quarter 2022 Results ?Reported $0.96 EPS from continuing operations and achieved $1.17 of adjusted EPS ?Grew sales 14%, including organic growth of 18%, to a record $648 million ?Achieved adjusted EBITDA of $109 million, up 16% versus prior year ?First quarter results in-line with expectations and reaffirmed 2022 full year guidance ?Successfully completed separatio

May 10, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction (Commission (I.R.S. Employer of incorpo

April 8, 2022 EX-2.1

Separation and Distribution Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 2.1 EXECUTION VERSION SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF APRIL 4, 2022 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 2 1.1 Definitions 2 1.2 Interpretation 14 ARTICLE II. SEPARATION 15 2.1 Transfers of Assets and Assumptions of Liabilities; ESAB Assets; Enovis Assets 15 2.2 Nonassignable Contracts and Permits 20 2.3 Terminati

April 8, 2022 EX-10.5

EBS License Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 10.5 EXECUTION VERSION EBS LICENSE AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF APRIL 4, 2022 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Certain Defined Terms 1 1.2 Interpretation 3 ARTICLE II. LICENSE GRANT 4 2.1 License to ESAB 4 2.2 License to Enovis 4 2.3 Provision of Improvements 4 ARTICLE III. INTELLECTUAL PROPERTY RIGHTS 4 3.1 Enovis Ownership 4 3

April 8, 2022 EX-10.2

Tax Matters Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

EX-10.2 6 d240014dex102.htm EX-10.2 Exhibit 10.2 Execution Version TAX MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF APRIL 4, 2022 TABLE OF CONTENTS Page Section 1. Definition of Terms 2 Section 2. Allocation of Tax Liabilities and Tax-Related Losses 10 Section 2.01 General Rule 10 Section 2.02 General Allocation Principles 11 Section 2.03 Allocation Conventi

April 8, 2022 EX-3.1

Amended and Restated Certificate of Incorporation of ESAB Corporation

EX-3.1 3 d240014dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ESAB Corporation ESAB Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1. The name of the Corporation is ESAB Corporation. The Corporation was incorporated by the filing of its

April 8, 2022 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Num

April 8, 2022 EX-99.1

-end-

Exhibit 99.1 FOR IMMEDIATE RELEASE: April 5, 2022 ESAB Corporation Completes Separation from Enovis and Launches as an Independent, Publicly Traded Company North Bethesda, M.D. ? (BUSINESS WIRE) ? ESAB Corporation (?ESAB? or the ?Company?) (NYSE: ESAB), a premier global fabrication and specialty gas control technology company focused on welding technology, advanced equipment, consumables, specialt

April 8, 2022 EX-3.2

Amended and Restated Bylaws of ESAB Corporation

Exhibit 3.2 Amended and Restated Bylaws of ESAB Corporation (a Delaware corporation) as of April 4, 2022 Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought Before a Meeting 2 2.5 Notice of Nominations for Ele

April 8, 2022 EX-10.6

Stockholder’s and Registration Rights Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 10.6 STOCKHOLDER?S AND REGISTRATION RIGHTS AGREEMENT This STOCKHOLDER?S AND REGISTRATION RIGHTS AGREEMENT, dated as of April 4, 2022 (this ?Agreement?), is by and between ESAB Corporation, a Delaware corporation (?ESAB?), and Colfax Corporation (to be renamed Enovis Corporation), a Delaware corporation (?Enovis?). WHEREAS, Enovis currently owns all of the issued and outstanding shares of c

April 8, 2022 EX-10.1

Transition Services Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 10.1 TRANSITION SERVICES AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF APRIL 4, 2022 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 2 ARTICLE II. SERVICES 3 2.1 Services 3 2.2 Additional Services 3 2.3 Exceptions to Services Obligations 3 2.4 Standard of the Provision of Services 4 2.5 Maintenance 4 2.6 Change in Services 4 2.

April 8, 2022 EX-10.3

Employee Matters Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 10.3 EMPLOYEE MATTERS AGREEMENT by and between COLFAX CORPORATION and ESAB CORPORATION Dated as of April 4, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 General 1 Section 1.2 References; Interpretation 7 ARTICLE II GENERAL PRINCIPLES 8 Section 2.1 Nature of Liabilities 8 Section 2.2 Transfers of Employees and Independent Contractors Generally 8 Section

April 8, 2022 EX-10.4

Intellectual Property Matters Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation

Exhibit 10.4 EXECUTION VERSION INTELLECTUAL PROPERTY MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF APRIL 4, 2022 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 4 ARTICLE II. GRANT OF RIGHTS 5 2.1 License to ESAB of Enovis Licensed IP 5 2.2 License to Enovis of ESAB Licensed IP 5 2.3 Limitations 5 2.4 Reservation of Rights 5 2.

April 8, 2022 EX-10.7

Credit Agreement, dated April 4, 2022, by and among ESAB Corporation, as the lead borrower, the other loan parties from time to time party thereto, including any designated subsidiary borrower party thereto pursuant to the terms thereof and certain subsidiaries of the Company identified therein, as guarantors, each of the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, and the co-syndication agents, joint bookrunners and joint lead arrangers named therein

Exhibit 10.7 EXECUTION VERSION CREDIT AGREEMENT dated as of April 4, 2022 among ESAB CORPORATION The Other Loan Parties Party Hereto The Lenders Party Hereto BANK OF AMERICA, N.A. as Administrative Agent JPMORGAN CHASE BANK, N.A., GOLDMAN SACHS BANK USA, CITIZENS BANK, N.A., BNP PARIBAS, BANK OF MONTREAL and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co-Syndication Agents BANK OF AMERICA, N.A. as S

April 8, 2022 EX-10.8

ESAB Corporation 2022 Omnibus Incentive Plan

Exhibit 10.8 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 SECTION 3. ADMINISTRATION OF THE PLAN 8 3.1 Board 8 3.2 Committee 8 3.3 Committee Authority 9 3.4 Deferral Arrangement 10 3.5 No Liability 10 3.6 Share Issuance/Book-Entry 10 SECTION 4. STOCK SUBJECT TO THE PLAN 11 4.1 Number of Shares 11 4.2 Incentive Stock Options 11 4.3

April 1, 2022 S-8

Power of Attorney (included on signature page hereto)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ESAB Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 87-0923837 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 909 Rose Avenue, 8th Floor North Bethesda, MD 20852 (Address of Princip

April 1, 2022 EX-4.3

Bylaws of ESAB Corporation

Exhibit 4.3 BYLAWS OF ESAB CORPORATION ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place as may be designated from time to time by the Board of Directors, the Chairman of the Board or the President or, if not so designated, at the principal office of the corporation. The Board of Directors may, in its sole discretion, determine that a meeting sh

April 1, 2022 EX-4.1

Certificate of Incorporation of ESAB Corporation

Exhibit 4.1 CERTIFICATE OF INCORPORATION OF ESAB CORPORATION FIRST: The name of the Corporation is: ESAB CORPORATION (the ?Corporation?) SECOND: The address of the Corporation?s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of its registered agent at such address is The Corporation Trust Company.

April 1, 2022 EX-FILING FEES

Calculation of Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) ESAB Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Unit (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

March 28, 2022 EX-3.1

Certificate of Amendment to Certificate of Incorporation of ESAB Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Form 8-K (File No. 001-41297), filed with the Commission on March 28, 2022)

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF ESAB CORPORATION ESAB Corporation (the ?Corporation?), a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: FIRST: The Certificate of Incorporation of the Corporation is hereby amended by deleting Art

March 28, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Nu

March 21, 2022 EX-99.1

DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes. Upon completion of the intended separation of Colfax Corporation’s (“Colfax”) fabrication technology

EX-99.1 Exhibit 99.1 DISCLAIMER This document has been prepared by ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), solely for informational purposes. Upon completion of the intended separation of Colfax Corporation’s (“Colfax”) fabrication technology and specialty medical technology businesses (the “Separation”), ESAB will hold the fabrication technology business and become an

March 21, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2022 ESAB Corporation (Exact name of registrant as specified in its charter) Delaware 001-41297 87-0923837 (State or other jurisdiction of incorporation) (Commission File Nu

March 17, 2022 10-12B/A

Form 10

As filed with the Securities and Exchange Commission on March 17, 2022 File No. 001-41297 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 ESAB CORPORATION (Exact name of registrant as specified in its charter) Delaware 87-0923837 (

March 17, 2022 EX-99.1

Exhibit 99.1

EX-99.1 2 d182383dex991.htm EX-99.1 Table of Contents Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing high-quality medical devices with a broad range of products that will operate

March 17, 2022 CORRESP

*****

March 17, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549-6010 330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris

March 17, 2022 CORRESP

[Signature page follows]

VIA EDGAR March 17, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549-6010 Attention: Jeff Kauten and Joshua Shainess Re: ESAB Corporation Registration Statement on Form 10-12B (File No. 001-41297) Dear Messrs. Kauten and Shainess: ESAB Corporation, a Delaware corporation (the ?Company?), hereby respectfully re

March 11, 2022 EX-10.33

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Olivier Biebuyck

Exhibit 10.33 November 30, 2021 Olivier Biebuyck 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Olivier: In light of the strategic decision announce by Colfax Corporation (“Colfax”) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ES

March 11, 2022 EX-10.8

Form of ESAB Corporation 2022 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.8 to the Registrant’s Registration Statement on Form 10 (File No. 001-41297), filed with the Commission on March 11, 2022)

EX-10.8 12 d182383dex108.htm EX-10.8 Table of Contents Exhibit 10.8 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN Table of Contents TABLE OF CONTENTS Page SECTION 1. PURPOSE 1 SECTION 2. DEFINITIONS 1 SECTION 3. ADMINISTRATION OF THE PLAN 8 3.1 Board 8 3.2 Committee 8 3.3 Committee Authority 9 3.4 Deferral Arrangement 10 3.5 No Liability 10 3.6 Share Issuance/Book-Entry 10 SECTION 4. STOCK SUBJECT

March 11, 2022 EX-10.28

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Curtis Jewell

EX-10.28 32 d182383dex1028.htm EX-10.28 Exhibit 10.28 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Curtis Jewell (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s servic

March 11, 2022 EX-10.16

Letter Agreement, dated September 14, 2017, between Colfax Corporation and Larry Coble

Exhibit 10.16 September 14, 2017 Mr. Larry Coble Via Email Strictly private and confidential Dear Larry, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President, Colfax Business Systems (CBS), ESAB, reporting to me. We look forward to having you as a part of our team, adding your skills, experiences and talent to our company. We believe Colfax is t

March 11, 2022 EX-3.1

Form of Amended and Restated Certificate of Incorporation

EX-3.1 3 d182383dex31.htm EX-3.1 Exhibit 3.1 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ESAB Corporation ESAB Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1. The name of the Corporation is ESAB Corporation. The Corporation was incorporated by the filin

March 11, 2022 EX-10.24

Form of Change in Control Agreement, effective March 5, 2021 (ESAB)

EX-10.24 28 d182383dex1024.htm EX-10.24 Exhibit 10.24 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and [] (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s services to be in

March 11, 2022 EX-99.2

Form of Notice Regarding the Internet Availability of Information Statement Materials

EX-99.2 49 d182383dex992.htm EX-99.2 Exhibit 99.2 Important Notice Regarding the Availability of Materials COLFAX CORPORATION You are receiving this communication because you hold shares in Colfax Corporation (“Colfax”). Colfax has released informational materials regarding the separation of its wholly-owned subsidiary, ESAB Corporation “ESAB”, that are now available for your review. The materials

March 11, 2022 EX-3.2

Form of Amended and Restated Bylaws

EX-3.2 Exhibit 3.2 Form of Amended and Restated Bylaws of ESAB Corporation (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought Before a Meeting. 2 2.5 Notice of Nominations for Electio

March 11, 2022 EX-10.4

Form of Intellectual Property Matters Agreement

Exhibit 10.4 FORM OF INTELLECTUAL PROPERTY MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ ? ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 4 ARTICLE II. GRANT OF RIGHTS 5 2.1 License to ESAB of Enovis Licensed IP 5 2.2 License to Enovis of ESAB Licensed IP 5 2.3 Limitations 5 2.4 Reservation of Rights 5 2.5 EBS 5 ARTICLE II

March 11, 2022 EX-10.38

Form of ESAB Corporation Officer Non-Qualified Stock Option Agreement

EX-10.38 42 d182383dex1038.htm EX-10.38 Exhibit 10.38 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT ESAB Corporation, a Delaware corporation (the “Company”), hereby grants an option to purchase shares of its common stock, $.001 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in this cover sheet t

March 11, 2022 EX-10.14

Letter Agreement, dated April 26, 2019, between Colfax Corporation and Kevin Johnson

Exhibit 10.14 April 26, 2019 Mr. Kevin Johnson Via Email Strictly private and confidential Dear Kevin, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President and Chief Financial Officer, ESAB, reporting to Shyam Kambeyanda, President ESAB and Senior Vice President, Colfax Corporation. We look forward to having you as a part of our team, adding you

March 11, 2022 EX-10.1

Form of Transition Services Agreement

EX-10.1 5 d182383dex101.htm EX-10.1 Exhibit 10.1 FORM OF TRANSITION SERVICES AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [●] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 2 ARTICLE II. SERVICES 3 2.1 Services 3 2.2 Additional Services 3 2.3 Exceptions to Services Obligations; Excluded Services 3 2.4 Standard of the Provision of Ser

March 11, 2022 EX-99.1

Preliminary Information Statement of ESAB Corporation

Table of Contents Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing high-quality medical devices with a broad range of products that will operate under the new name Enovis Corporati

March 11, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Conarco Alambres y Soldaduras SA Argentina ESAB Argentina SA Argentina Margarita SA Argentina Cigweld Pty Ltd. Australia Victor Technologies Australia Pty Ltd. Australia ESAB Gesellschaft m.b.H. Austria NV E.S.A.B. Belgium Exelvia (Bermuda) Limited Bermuda Colfax do Brasil?Participa??es Ltda. Brazil Condor Equipamento

March 11, 2022 EX-10.41

Form of ESAB Corporation Outside Director Non-Qualified Stock Option Agreement

EX-10.41 45 d182383dex1041.htm EX-10.41 Exhibit 10.41 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN FORM OF OUTSIDE DIRECTOR NON-QUALIFIED STOCK OPTION AGREEMENT ESAB Corporation, a Delaware corporation (the “Company”), hereby grants an option to purchase shares of its common stock, $.001 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in t

March 11, 2022 EX-10.35

Form of Credit Agreement

EX-10.35 39 d182383dex1035.htm EX-10.35 Exhibit 10.35 CREDIT AGREEMENT dated as of [ ], 2022 among ESAB CORPORATION The Other Loan Parties Party Hereto The Lenders Party Hereto BANK OF AMERICA, N.A. as Administrative Agent JPMORGAN CHASE BANK, N.A., GOLDMAN SACHS BANK USA, CITIZENS BANK, N.A., BNP PARIBAS, BANK OF MONTREAL and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co-Syndication Agents [ ] and

March 11, 2022 EX-10.25

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Shyam Kambeyanda

EX-10.25 29 d182383dex1025.htm EX-10.25 Exhibit 10.25 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Shyam Kambeyanda (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s ser

March 11, 2022 EX-10.19

Letter Agreement, dated December 10, 2021, between ESAB Corporation and Larry Coble

Exhibit 10.19 November 30, 2021 Larry Coble Via Email Dear Larry, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business? equity owned by the Company to the Company?s shareholders or otherwise (the ?Transaction?). Contingent on the consummation of the Tra

March 11, 2022 EX-2.1

Form of Separation and Distribution Agreement

EX-2.1 2 d182383dex21.htm EX-2.1 Exhibit 2.1 FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ • ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 2 1.1 Definitions 2 1.2 Interpretation 14 ARTICLE II. SEPARATION 15 2.1 Transfers of Assets and Assumptions of Liabilities; ESAB Assets; Enovis Assets 15 2.2 Nonassignable Contracts and Permits 2

March 11, 2022 EX-10.7

Form of Indemnification Agreement

Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of [ ? ], 2022 by and between ESAB Corporation, a Delaware corporation (the ?Company?), and [ ? ] (?Indemnitee?). RECITALS WHEREAS, the Board of Directors of the Company (the ?Board?) believes that highly competent persons have become more reluctant to serve publicly-held corporations as director

March 11, 2022 EX-10.6

Form of Stockholder’s and Registration Rights Agreement

EX-10.6 10 d182383dex106.htm EX-10.6 Exhibit 10.6 FORM OF STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT This STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT, dated as of [ ● ], 2022 (this “Agreement”), is by and between ESAB Corporation, a Delaware corporation (“ESAB”), and Colfax Corporation (to be renamed Enovis Corporation), a Delaware corporation (“Enovis”). WHEREAS, Enovis currently owns al

March 11, 2022 EX-10.27

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Olivier Biebuyck

Exhibit 10.27 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Olivier Biebuyck (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s services to be in the best interest of the

March 11, 2022 EX-10.20

Letter Agreement, dated December 10, 2021, between ESAB Corporation and Curtis Jewell

Exhibit 10.20 November 30, 2021 Curtis Jewell Via Email Dear Curtis, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business? equity owned by the Company to the Company?s shareholders or otherwise (the ?Transaction?). Contingent on the consummation of the

March 11, 2022 EX-10.17

Letter Agreement, dated December 17, 2021, between ESAB Corporation and Kevin Johnson

Exhibit 10.17 December 14, 2021 Kevin Johnson Via Email Dear Kevin, As you know, Colfax Corporation (?Colfax?) announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business? equity owned by the Company to the Company?s shareholders or otherwise (the ?Transaction?). Contingent on the consummati

March 11, 2022 EX-10.10

The ESAB Group, Inc. Excess Benefits Plan

Exhibit 10.10 THE ESAB GROUP, INC. EXCESS BENEFITS PLAN Effective January 1, 2022 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 ARTICLE 2 SELECTION, ENROLLMENT, ELIGIBILITY 5 ARTICLE 3 DEFERRAL ELECTIONS 5 ARTICLE 4 SHORT-TERM PAYOUT; UNFORESEEABLE FINANCIAL EMERGENCIES 9 ARTICLE 5 BENEFITS 10 ARTICLE 6 BENEFICIARY DESIGNATION 11 ARTICLE 7 LEAVE OF ABSENCE 12 ARTICLE 8 TERMINATION, AMENDMENT OR M

March 11, 2022 10-12B/A

As filed with the Securities and Exchange Commission on March 11, 2022

As filed with the Securities and Exchange Commission on March 11, 2022 File No. 001-41297 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 ESAB CORPORATION (Exact name of registrant as specified in its charter) Delaware 87-0923837 (

March 11, 2022 EX-10.42

Form of ESAB Corporation Outside Director Restricted Stock Unit Agreement

EX-10.42 46 d182383dex1042.htm EX-10.42 Exhibit 10.42 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN Form of Outside Director Restricted Stock Unit Agreement ESAB Corporation, a Delaware corporation (the “Company”), hereby grants stock units relating to shares of its common stock, $.001 par value (the “Stock”), to the individual named below as the Grantee. The terms and conditions of the grant are s

March 11, 2022 EX-10.36

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Curtis Jewell

Exhibit 10.36 November 30, 2021 Curtis Jewell 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Curtis: In light of the strategic decision announce by Colfax Corporation (?Colfax?) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB b

March 11, 2022 EX-10.31

Form of Change in Control Agreement, effective February 17, 2022 (ESAB)

Exhibit 10.31 FORM OF CHANGE IN CONTROL AGREEMENT This AGREEMENT (?Agreement?), dated as of , 20, by and between ESAB CORPORATION, a Delaware corporation (the ?Company?), and (the ?Employee?). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to employ the Employee; WHEREAS, the Company desires to set forth the

March 11, 2022 EX-10.26

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Larry Coble

EX-10.26 30 d182383dex1026.htm EX-10.26 Exhibit 10.26 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Larry Coble (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s services

March 11, 2022 EX-10.23

Change in Control Agreement, dated October 30, 2020, between Colfax Corporation and Shyam Kambeyanda

Exhibit 10.23 CHANGE IN CONTROL AGREEMENT This AGREEMENT (?Agreement?), dated as of October 30, 2020, by and between COLFAX CORPORATION, a Delaware corporation (the ?Company?), and SHYAM KAMBEYANDA (the ?Employee?). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to employ the Employee; WHEREAS, the Company d

March 11, 2022 EX-10.15

Letter Agreement, dated April 4, 2017, between Colfax Corporation and Olivier Biebuyck

EX-10.15 19 d182383dex1015.htm EX-10.15 Exhibit 10.15 April 4, 2017 Mr. Olivier Biebuyck Via Email Strictly private and confidential Dear Olivier, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President & General Manager, Filler Metals, ESAB, reporting to Shyam Kambeyanda, President ESAB and Senior Vice President, Colfax Corporation. We look forwar

March 11, 2022 CORRESP

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330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York March 11, 2022 Century City Orange County Chicago Paris Dubai Riyadh VIA EDGAR D?sseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley U.S. Securities and Exc

March 11, 2022 EX-10.9

ESAB Corporation Annual Incentive Plan

Exhibit 10.9 ESAB CORPORATION ANNUAL INCENTIVE PLAN (Effective as of January 1, 2022) TABLE OF CONTENTS Page 1.??PURPOSE 1 2.??DEFINITIONS 1 3.??ADMINISTRATION OF THE PLAN 2 3.1 Committee 2 3.2 Deferral Arrangement 3 4.??ELIGIBILITY 3 5.??ANNUAL INCENTIVE AWARDS 3 5.1 Granting Annual Incentive Awards 3 5.2 Determination of Annual Incentive Award 5 5.3 Time and Form of Payment 5 6.??GENERAL PROVISI

March 11, 2022 EX-10.37

Form of ESAB Corporation Registration Rights Agreement, among ESAB Corporation, Mitchell P. Rales and Steven M. Rales

Exhibit 10.37 ESAB CORPORATION REGISTRATION RIGHTS AGREEMENT [?], 2022 This Registration Rights Agreement (this ?Agreement?), dated as of [?], 2022 and effective as of the Effective Time (as defined below), is made among ESAB Corporation, a Delaware corporation (the ?Company? or ?ESAB?), and Mitchell P. Rales and Steven M. Rales (together, the ?Rales Holders?). The Rales Holders are also referred

March 11, 2022 EX-10.29

Retention Agreement, dated March 5, 2021, between Colfax Corporation and Shyam Kambeyanda

EX-10.29 33 d182383dex1029.htm EX-10.29 Exhibit 10.29 March 5, 2021 Shyam Kambeyanda 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Retention Agreement Dear Shyam: In light of the strategic decision Colfax Corporation (“Colfax”) has made to separate its ESAB and DJO businesses into two independent, publicly-traded companies (the “Transaction”), Colfax considers your conti

March 11, 2022 EX-10.12

ESAB Corporation Executive Officer Severance Plan

EX-10.12 16 d182383dex1012.htm EX-10.12 Exhibit 10.12 ESAB Corporation Executive Officer Severance Plan and Summary Plan Description TABLE OF CONTENTS Page Introduction and Highlights 1 Eligibility to Participate 1 Eligibility for Severance Benefits 2 Severance Payments and Benefits 5 Amendment and Plan Termination 8 Additional Plan Information 8 Administrative Information about Your Plan 10 Your

March 11, 2022 EX-10.11

The ESAB Group, Inc. Nonqualified Deferred Compensation Plan

EX-10.11 15 d182383dex1011.htm EX-10.11 Exhibit 10.11 The ESAB Group, Inc. Nonqualified Deferred Compensation Plan Master Plan Document Effective January 1, 2022 The ESAB Group, Inc. Nonqualified Deferred Compensation Plan Master Plan Document TABLE OF CONTENTS Page Article 1 Definitions 1 1.1 “Account Balance” 1 1.2 “Annual Account” 1 1.3 “Annual Deferral Amount” 1 1.4 “Quarterly Installment Meth

March 11, 2022 EX-10.5

Form of EBS License Agreement

Exhibit 10.5 FORM OF EBS LICENSE AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ ? ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Certain Defined Terms 1 1.2 Interpretation 3 ARTICLE II. LICENSE GRANT 4 2.1 License to ESAB 4 2.2 License to Enovis 4 2.3 Provision of Improvements 4 ARTICLE III. INTELLECTUAL PROPERTY RIGHTS 4 3.1 Enovis Ownership 4 3.2 ESAB Ownership

March 11, 2022 EX-10.39

Form of ESAB Corporation Officer Performance Stock Unit Agreement

Exhibit 10.39 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN FORM OF PERFORMANCE STOCK UNIT AGREEMENT ESAB Corporation, a Delaware corporation (the ?Company?), hereby grants stock units relating to shares of its common stock, $.001 par value (the ?Stock?), to the individual named below as the Grantee. The terms and conditions of the grant are set forth in this cover sheet to the Performance Stock Un

March 11, 2022 EX-10.34

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Larry Coble

EX-10.34 38 d182383dex1034.htm EX-10.34 Exhibit 10.34 November 30, 2021 Larry Coble 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Larry: In light of the strategic decision announce by Colfax Corporation (“Colfax”) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution

March 11, 2022 EX-10.3

Form of Employee Matters Agreement

Exhibit 10.3 FORM OF EMPLOYEE MATTERS AGREEMENT by and between COLFAX CORPORATION and ESAB CORPORATION Dated as of , 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 General 1 Section 1.2 References; Interpretation 7 ARTICLE II GENERAL PRINCIPLES 8 Section 2.1 Nature of Liabilities 8 Section 2.2 Transfers of Employees and Independent Contractors Generally 8 Sectio

March 11, 2022 EX-10.40

Form of ESAB Corporation Officer Restricted Stock Unit Agreement

EX-10.40 44 d182383dex1040.htm EX-10.40 Exhibit 10.40 ESAB CORPORATION 2022 OMNIBUS INCENTIVE PLAN FORM OF RESTRICTED STOCK UNIT AGREEMENT ESAB Corporation, a Delaware corporation (the “Company”), hereby grants stock units relating to shares of its common stock, $.001 par value (the “Stock”), to the individual named below as the Grantee. The terms and conditions of the grant are set forth in this

March 11, 2022 EX-10.32

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Kevin Johnson

Exhibit 10.32 November 30, 2021 Kevin Johnson 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Kevin: In light of the strategic decision announce by Colfax Corporation (“Colfax”) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB bu

March 11, 2022 EX-10.30

Form of Retention Agreement, dated March 5, 2021

EX-10.30 34 d182383dex1030.htm EX-10.30 Exhibit 10.30 Executive Retention Agreement - ESAB March 5, 2021 [Addressee] [Address Line #1] [Address Line #2] [City, State and Zip Code] Re: Retention Agreement Dear [Employee Name]: In light of the strategic decision Colfax Corporation (“Colfax”) has made to separate its ESAB and DJO businesses into two independent, publicly-traded companies (the “Transa

March 11, 2022 EX-10.22

Form of Change in Control Agreement, effective October 27, 2020 (Colfax)

EX-10.22 26 d182383dex1022.htm EX-10.22 Exhibit 10.22 Form of Change in Control AGREEMENT This AGREEMENT (“Agreement”), dated as of , 20, by and between COLFAX CORPORATION, a Delaware corporation (the “Company”), and (the “Employee”). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to employ the Employee; WHE

March 11, 2022 EX-10.21

Employment Agreement, dated February 21, 2022, between ESAB Corporation and Shyam Kambeyanda

Exhibit 10.21 EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (?Agreement?) is entered into as of the 21st day of February, 2022, by and among ESAB Corporation, a Delaware corporation (the ?Company?) and Shyam Kambeyanda, an individual (the ?Executive?). WHEREAS, the Company desires to employ the Executive as the President and Chief Executive Officer of the Company; WHEREAS, the Executive

March 11, 2022 EX-10.2

Form of Tax Matters Agreement

EX-10.2 6 d182383dex102.htm EX-10.2 Exhibit 10.2 FORM OF TAX MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ ● ] TABLE OF CONTENTS Page Section 1. Definition of Terms 2 Section 2. Allocation of Tax Liabilities and Tax-Related Losses 10 Section 2.01 General Rule 10 Section 2.02 General Allocation Principles 11 Section 2.03 Allocation Conventions 12 Section 3.

March 11, 2022 EX-10.18

Letter Agreement, dated December 12, 2021, between ESAB Corporation and Olivier Biebuyck

EX-10.18 22 d182383dex1018.htm EX-10.18 Exhibit 10.18 November 30, 2021 Olivier Biebuyck Via Email Dear Olivier, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business’ equity owned by the Company to the Company’s shareholders or otherwise (the “Transacti

March 11, 2022 EX-10.13

Letter Agreement, effective as of May 15, 2016, between Colfax Corporation and Shyam Kambeyanda

EX-10.13 Exhibit 10.13 Date of Employment We anticipate that you will begin employment before May 15, 2016. Base Salary Your starting annual salary will be US $470,000 payable bi-weekly. You will be eligible for an annual merit increase based on benchmarks and company merit increase guidelines, effective date April 1, 2017. Annual Bonus You will be eligible to participate in our Management Incenti

February 22, 2022 EX-10.10

The ESAB Group, Inc. Excess Benefits Plan

EX-10.10 13 d182383dex1010.htm EX-10.10 Exhibit 10.10 THE ESAB GROUP, INC. EXCESS BENEFITS PLAN Effective January 1, 2022 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 ARTICLE 2 SELECTION, ENROLLMENT, ELIGIBILITY 5 ARTICLE 3 DEFERRAL ELECTIONS 5 ARTICLE 4 SHORT-TERM PAYOUT; UNFORESEEABLE FINANCIAL EMERGENCIES 9 ARTICLE 5 BENEFITS 10 ARTICLE 6 BENEFICIARY DESIGNATION 11 ARTICLE 7 LEAVE OF ABSENCE

February 22, 2022 EX-10.1

Form of Transition Services Agreement

EX-10.1 5 d182383dex101.htm EX-10.1 Exhibit 10.1 FORM OF TRANSITION SERVICES AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [●] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 2 ARTICLE II. SERVICES 3 2.1 Services 3 2.2 Additional Services 3 2.3 Exceptions to Services Obligations; Excluded Services 3 2.4 Standard of the Provision of Ser

February 22, 2022 EX-10.36

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Curtis Jewell

Exhibit 10.36 November 30, 2021 Curtis Jewell 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Curtis: In light of the strategic decision announce by Colfax Corporation (?Colfax?) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB b

February 22, 2022 EX-10.11

The ESAB Group, Inc. Nonqualified Deferred Compensation Plan

Exhibit 10.11 The ESAB Group, Inc. Nonqualified Deferred Compensation Plan Master Plan Document Effective January 1, 2022 The ESAB Group, Inc. Nonqualified Deferred Compensation Plan Master Plan Document TABLE OF CONTENTS Page Article 1 Definitions 1 1.1 ?Account Balance? 1 1.2 ?Annual Account? 1 1.3 ?Annual Deferral Amount? 1 1.4 ?Quarterly Installment Method? 2 1.5 ?Base Salary? 2 1.6 ?Beneficia

February 22, 2022 EX-10.22

Form of Change in Control Agreement, effective October 27, 2020 (Colfax)

EX-10.22 25 d182383dex1022.htm EX-10.22 Exhibit 10.22 Form of Change in Control AGREEMENT This AGREEMENT (“Agreement”), dated as of , 20, by and between COLFAX CORPORATION, a Delaware corporation (the “Company”), and (the “Employee”). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to employ the Employee; WHE

February 22, 2022 EX-10.7

Form of Indemnification Agreement

EX-10.7 11 d182383dex107.htm EX-10.7 Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of [ ● ], 2022 by and between ESAB Corporation, a Delaware corporation (the “Company”), and [ ● ] (“Indemnitee”). RECITALS WHEREAS, the Board of Directors of the Company (the “Board”) believes that highly competent persons have become more reluctant to serve p

February 22, 2022 EX-10.18

Letter Agreement, dated December 12, 2021, between ESAB Corporation and Olivier Biebuyck

EX-10.18 21 d182383dex1018.htm EX-10.18 Exhibit 10.18 November 30, 2021 Olivier Biebuyck Via Email Dear Olivier, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business’ equity owned by the Company to the Company’s shareholders or otherwise (the “Transacti

February 22, 2022 EX-10.15

Letter Agreement, dated April 4, 2017, between Colfax Corporation and Olivier Biebuyck

EX-10.15 18 d182383dex1015.htm EX-10.15 Exhibit 10.15 April 4, 2017 Mr. Olivier Biebuyck Via Email Strictly private and confidential Dear Olivier, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President & General Manager, Filler Metals, ESAB, reporting to Shyam Kambeyanda, President ESAB and Senior Vice President, Colfax Corporation. We look forwar

February 22, 2022 EX-10.28

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Curtis Jewell

EX-10.28 31 d182383dex1028.htm EX-10.28 Exhibit 10.28 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Curtis Jewell (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s servic

February 22, 2022 EX-10.31

Form of Change in Control Agreement, effective February 17, 2022 (ESAB)

EX-10.31 34 d182383dex1031.htm EX-10.31 Exhibit 10.31 FORM OF CHANGE IN CONTROL AGREEMENT This AGREEMENT (“Agreement”), dated as of , 20, by and between ESAB CORPORATION, a Delaware corporation (the “Company”), and (the “Employee”). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to employ the Employee; WHERE

February 22, 2022 EX-10.37

Form of ESAB Corporation Registration Rights Agreement, among ESAB Corporation, Mitchell P. Rales and Steven M. Rales

EX-10.37 40 d182383dex1037.htm EX-10.37 Exhibit 10.37 ESAB CORPORATION REGISTRATION RIGHTS AGREEMENT [•], 2022 This Registration Rights Agreement (this “Agreement”), dated as of [•], 2022 and effective as of the Effective Time (as defined below), is made among ESAB Corporation, a Delaware corporation (the “Company” or “ESAB”), and Mitchell P. Rales and Steven M. Rales (together, the “Rales Holders

February 22, 2022 EX-10.5

Form of EBS License Agreement

EX-10.5 9 d182383dex105.htm EX-10.5 Exhibit 10.5 FORM OF EBS LICENSE AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ • ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Certain Defined Terms 1 1.2 Interpretation 3 ARTICLE II. LICENSE GRANT 4 2.1 License to ESAB 4 2.2 License to Enovis 4 2.3 Provision of Improvements 4 ARTICLE III. INTELLECTUAL PROPERTY RIGHTS 4 3.1 En

February 22, 2022 EX-10.34

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Larry Coble

Exhibit 10.34 November 30, 2021 Larry Coble 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Larry: In light of the strategic decision announce by Colfax Corporation (?Colfax?) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB busi

February 22, 2022 EX-10.29

Retention Agreement, dated March 5, 2021, between Colfax Corporation and Shyam Kambeyanda

EX-10.29 32 d182383dex1029.htm EX-10.29 Exhibit 10.29 March 5, 2021 Shyam Kambeyanda 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Retention Agreement Dear Shyam: In light of the strategic decision Colfax Corporation (“Colfax”) has made to separate its ESAB and DJO businesses into two independent, publicly-traded companies (the “Transaction”), Colfax considers your conti

February 22, 2022 EX-10.6

Form of Stockholder’s and Registration Rights Agreement

EX-10.6 10 d182383dex106.htm EX-10.6 Exhibit 10.6 FORM OF STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT This STOCKHOLDER’S AND REGISTRATION RIGHTS AGREEMENT, dated as of [ ● ], 2022 (this “Agreement”), is by and between ESAB Corporation, a Delaware corporation (“ESAB”), and Colfax Corporation (to be renamed Enovis Corporation), a Delaware corporation (“Enovis”). WHEREAS, Enovis currently owns al

February 22, 2022 EX-2.1

Form of Separation and Distribution Agreement

Exhibit 2.1 FORM OF SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ ? ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 2 1.1 Definitions 2 1.2 Interpretation 14 ARTICLE II. SEPARATION 15 2.1 Transfers of Assets and Assumptions of Liabilities; ESAB Assets; Enovis Assets 15 2.2 Nonassignable Contracts and Permits 20 2.3 Termination of Intercompany

February 22, 2022 EX-99.1

Preliminary Information Statement of ESAB Corporation

EX-99.1 42 d182383dex991.htm EX-99.1 Table of Contents Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing high-quality medical devices with a broad range of products that will operat

February 22, 2022 EX-10.13

Letter Agreement, effective as of May 15, 2016, between Colfax Corporation and Shyam Kambeyanda

EX-10.13 16 d182383dex1013.htm EX-10.13 Exhibit 10.13 Date of Employment We anticipate that you will begin employment before May 15, 2016. Base Salary Your starting annual salary will be US $470,000 payable bi-weekly. You will be eligible for an annual merit increase based on benchmarks and company merit increase guidelines, effective date April 1, 2017. Annual Bonus You will be eligible to partic

February 22, 2022 EX-10.20

Letter Agreement, dated December 10, 2021, between ESAB Corporation and Curtis Jewell

EX-10.20 23 d182383dex1020.htm EX-10.20 Exhibit 10.20 November 30, 2021 Curtis Jewell Via Email Dear Curtis, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business’ equity owned by the Company to the Company’s shareholders or otherwise (the “Transaction”)

February 22, 2022 EX-10.3

Form of Employee Matters Agreement

EX-10.3 7 d182383dex103.htm EX-10.3 Exhibit 10.3 FORM OF EMPLOYEE MATTERS AGREEMENT by and between COLFAX CORPORATION and ESAB CORPORATION Dated as of , 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 1 Section 1.1 General 1 Section 1.2 References; Interpretation 7 ARTICLE II GENERAL PRINCIPLES 8 Section 2.1 Nature of Liabilities 8 Section 2.2 Transfers of Employees and Indepe

February 22, 2022 EX-10.33

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Olivier Biebuyck

EX-10.33 36 d182383dex1033.htm EX-10.33 Exhibit 10.33 November 30, 2021 Olivier Biebuyck 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Olivier: In light of the strategic decision announce by Colfax Corporation (“Colfax”) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distr

February 22, 2022 EX-10.35

Form of Credit Agreement

EX-10.35 38 d182383dex1035.htm EX-10.35 Exhibit 10.35 CREDIT AGREEMENT dated as of [ ], 2022 among ESAB CORPORATION The Other Loan Parties Party Hereto The Lenders Party Hereto BANK OF AMERICA, N.A. as Administrative Agent JPMORGAN CHASE BANK, N.A., GOLDMAN SACHS BANK USA, CITIZENS BANK, N.A., BNP PARIBAS, BANK OF MONTREAL and WELLS FARGO BANK, NATIONAL ASSOCIATION as Co-Syndication Agents [ ] and

February 22, 2022 EX-3.2

Form of Amended and Restated Bylaws

EX-3.2 4 d182383dex32.htm EX-3.2 Exhibit 3.2 Form of Amended and Restated Bylaws of ESAB Corporation (a Delaware corporation) Table of Contents Page Article I - Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 Article II - Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought Before a Meeting. 2 2.5 Notice

February 22, 2022 EX-10.12

ESAB Corporation Executive Officer Severance Plan

EX-10.12 15 d182383dex1012.htm EX-10.12 Exhibit 10.12 ESAB Corporation Executive Officer Severance Plan and Summary Plan Description TABLE OF CONTENTS Page Introduction and Highlights 1 Eligibility to Participate 1 Eligibility for Severance Benefits 2 Severance Payments and Benefits 5 Amendment and Plan Termination 8 Additional Plan Information 8 Administrative Information about Your Plan 10 Your

February 22, 2022 EX-10.16

Letter Agreement, dated September 14, 2017, between Colfax Corporation and Larry Coble

EX-10.16 19 d182383dex1016.htm EX-10.16 Exhibit 10.16 September 14, 2017 Mr. Larry Coble Via Email Strictly private and confidential Dear Larry, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President, Colfax Business Systems (CBS), ESAB, reporting to me. We look forward to having you as a part of our team, adding your skills, experiences and talen

February 22, 2022 EX-10.21

Employment Agreement, dated February 21, 2022, between ESAB Corporation and Shyam Kambeyanda

EX-10.21 24 d182383dex1021.htm EX-10.21 Exhibit 10.21 EXECUTIVE EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of the 21st day of February, 2022, by and among ESAB Corporation, a Delaware corporation (the “Company”) and Shyam Kambeyanda, an individual (the “Executive”). WHEREAS, the Company desires to employ the Executive as the President and Chief Executive Office

February 22, 2022 EX-10.25

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Shyam Kambeyanda

EX-10.25 28 d182383dex1025.htm EX-10.25 Exhibit 10.25 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Shyam Kambeyanda (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s ser

February 22, 2022 EX-10.32

Amended and Restated Retention Agreement, dated November 30, 2021, by and between Colfax Corporation and Kevin Johnson

EX-10.32 35 d182383dex1032.htm EX-10.32 Exhibit 10.32 November 30, 2021 Kevin Johnson 420 National Business Parkway 5th Floor Annapolis Junction, MD 20701 Re: Amended and Restated Retention Agreement Dear Kevin: In light of the strategic decision announce by Colfax Corporation (“Colfax”) on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distributi

February 22, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 ESAB Corporation Subsidiaries of the Registrant Entity Name Country Conarco Alambres y Soldaduras SA Argentina ESAB Argentina SA Argentina Margarita SA Argentina Cigweld Pty Ltd. Australia Victor Technologies Australia Pty Ltd. Australia ESAB Gesellschaft m.b.H. Austria NV E.S.A.B. Belgium Exelvia (Bermuda) Limited Bermuda Colfax do Brasil?Participa??es Ltda. Brazil Condor Equipamento

February 22, 2022 EX-10.23

Change in Control Agreement, dated October 30, 2020, between Colfax Corporation and Shyam Kambeyanda

EX-10.23 26 d182383dex1023.htm EX-10.23 Exhibit 10.23 CHANGE IN CONTROL AGREEMENT This AGREEMENT (“Agreement”), dated as of October 30, 2020, by and between COLFAX CORPORATION, a Delaware corporation (the “Company”), and SHYAM KAMBEYANDA (the “Employee”). WHEREAS, the Company wishes to employ the Employee or, if the Employee is already employed by the Company, the Company wishes to continue to emp

February 22, 2022 EX-10.9

ESAB Corporation Annual Incentive Plan

EX-10.9 12 d182383dex109.htm EX-10.9 Exhibit 10.9 ESAB CORPORATION ANNUAL INCENTIVE PLAN (Effective as of January 1, 2022) TABLE OF CONTENTS Page 1.  PURPOSE 1 2.  DEFINITIONS 1 3.  ADMINISTRATION OF THE PLAN 2 3.1 Committee 2 3.2 Deferral Arrangement 3 4.  ELIGIBILITY 3 5.  ANNUAL INCENTIVE AWARDS 3 5.1 Granting Annual Incentive Awards 3 5.2 Determination of Annual Incentive Award 5 5.3 Time and

February 22, 2022 EX-10.30

Form of Retention Agreement, dated March 5, 2021

EX-10.30 33 d182383dex1030.htm EX-10.30 Exhibit 10.30 Executive Retention Agreement - ESAB March 5, 2021 [Addressee] [Address Line #1] [Address Line #2] [City, State and Zip Code] Re: Retention Agreement Dear [Employee Name]: In light of the strategic decision Colfax Corporation (“Colfax”) has made to separate its ESAB and DJO businesses into two independent, publicly-traded companies (the “Transa

February 22, 2022 CORRESP

*****

330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES February 22, 2022 VIA EDGAR Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-6010 Austin Beijing Boston Brussels Century City Chicago Dubai D?sseldorf Frankfurt Hamburg Hong Kong

February 22, 2022 EX-10.2

Form of Tax Matters Agreement

Exhibit 10.2 FORM OF TAX MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ ● ] TABLE OF CONTENTS Page Section 1. Definition of Terms 2 Section 2. Allocation of Tax Liabilities and Tax-Related Losses 10 Section 2.01 General Rule 10 Section 2.02 General Allocation Principles 11 Section 2.03 Allocation Conventions 12 Section 3. Preparation and Filing of Tax Return

February 22, 2022 EX-10.19

Letter Agreement, dated December 10, 2021, between ESAB Corporation and Larry Coble

Exhibit 10.19 November 30, 2021 Larry Coble Via Email Dear Larry, As you know, Colfax Corporation announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business? equity owned by the Company to the Company?s shareholders or otherwise (the ?Transaction?). Contingent on the consummation of the Tra

February 22, 2022 EX-10.14

Letter Agreement, dated April 26, 2019, between Colfax Corporation and Kevin Johnson

EX-10.14 17 d182383dex1014.htm EX-10.14 Exhibit 10.14 April 26, 2019 Mr. Kevin Johnson Via Email Strictly private and confidential Dear Kevin, Congratulations! We are very pleased to extend you an employment offer for the position of Vice President and Chief Financial Officer, ESAB, reporting to Shyam Kambeyanda, President ESAB and Senior Vice President, Colfax Corporation. We look forward to havi

February 22, 2022 EX-3.1

Form of Amended and Restated Certificate of Incorporation

EX-3.1 3 d182383dex31.htm EX-3.1 Exhibit 3.1 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ESAB Corporation ESAB Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1. The name of the Corporation is ESAB Corporation. The Corporation was incorporated by the filin

February 22, 2022 EX-10.27

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Olivier Biebuyck

EX-10.27 30 d182383dex1027.htm EX-10.27 Exhibit 10.27 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Olivier Biebuyck (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s ser

February 22, 2022 EX-10.26

Change in Control Agreement, dated March 5, 2021, between Colfax Corporation and Larry Coble

EX-10.26 29 d182383dex1026.htm EX-10.26 Exhibit 10.26 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is made and entered into effective as of March 5, 2021 (the “Effective Date”) by and between Colfax Corporation, a Delaware corporation (the “Company”), and Larry Coble (the “Employee”). WHEREAS, the Company considers the continued availability of the Employee’s services

February 22, 2022 EX-10.24

Form of Change in Control Agreement, effective March 5, 2021 (ESAB)

Exhibit 10.24 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (?Agreement?) is made and entered into effective as of March 5, 2021 (the ?Effective Date?) by and between Colfax Corporation, a Delaware corporation (the ?Company?), and [] (the ?Employee?). WHEREAS, the Company considers the continued availability of the Employee?s services to be in the best interest of the Company and it

February 22, 2022 EX-10.17

Letter Agreement, dated December 17, 2021, between ESAB Corporation and Kevin Johnson

EX-10.17 20 d182383dex1017.htm EX-10.17 Exhibit 10.17 December 14, 2021 Kevin Johnson Via Email Dear Kevin, As you know, Colfax Corporation (“Colfax”) announced on March 4, 2021 to separate its ESAB business into a standalone publicly-traded company, whether by distribution of all or the majority of the ESAB business’ equity owned by the Company to the Company’s shareholders or otherwise (the “Tra

February 22, 2022 10-12B

As filed with the Securities and Exchange Commission on February 22, 2022

As filed with the Securities and Exchange Commission on February 22, 2022 File No.

February 22, 2022 EX-10.4

Form of Intellectual Property Matters Agreement

EX-10.4 8 d182383dex104.htm EX-10.4 Exhibit 10.4 FORM OF INTELLECTUAL PROPERTY MATTERS AGREEMENT BY AND BETWEEN COLFAX CORPORATION AND ESAB CORPORATION DATED AS OF [ • ] TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 4 ARTICLE II. GRANT OF RIGHTS 5 2.1 License to ESAB of Enovis Licensed IP 5 2.2 License to Enovis of ESAB Licensed IP 5 2.3 Limitations 5 2.4 Reservat

January 26, 2022 EX-99.1

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83

EX-99.1 2 filename2.htm Table of Contents Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing

January 26, 2022 DRSLTR

*****

330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York January 26, 2022 VIA EDGAR Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-6010 Century City Orange County Chicago Par

January 26, 2022 DRS/A

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 3 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on January 26, 2022 This draft registrati

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 3 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on January 26, 2022 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Fi

December 17, 2021 DRS/A

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 2 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on December 17, 2021 This draft registrat

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 2 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on December 17, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. F

December 17, 2021 EX-99.1

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83

EX-99.1 2 filename2.htm Table of Contents Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing

December 17, 2021 DRSLTR

2

330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York December 17, 2021 Century City Orange County Chicago Paris Dubai Riyadh D?sseldorf San Diego VIA EDGAR Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Division of Corporation Finance Office of T

October 22, 2021 EX-99.1

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83

EX-99.1 2 filename2.htm Table of Contents Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing

October 22, 2021 DRSLTR

1

330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York October 22, 2021 VIA EDGAR AND HAND DELIVERY Division of Corporation Finance Office of Technology U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-6010 Century City Orange

October 22, 2021 DRS/A

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 1 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on October 22, 2021 This draft registrati

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Amendment No. 1 to Confidential Draft Submission As Confidentially Submitted to the Securities and Exchange Commission on October 22, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Fi

August 20, 2021 EX-99.1

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83

EX-99.1 2 filename2.htm Table of Contents Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 Exhibit 99.1 , 2022 Dear Colfax Corporation Stockholder: On March 4, 2021, we announced our intention to separate our company into two independent, publicly traded companies. Completion of the separation will create (i) a specialty medical technology company providing

August 20, 2021 DRSLTR

Re: ESAB Corporation Draft Registration Statement on Form 10

330 North Wabash Avenue Suite 2800 Chicago, Illinois 60611 Tel: +1.312.876.7700 Fax: +1.312.993.9767 www.lw.com FIRM / AFFILIATE OFFICES August 20, 2021 CONFIDENTIAL SUBMISSION VIA EDGAR Beijing Boston Brussels Century City Chicago Dubai D?sseldorf Frankfurt Hamburg Hong Kong Houston London Los Angeles Madrid Milan Moscow Munich New York Orange County Paris Riyadh San Diego San Francisco Seoul Sha

August 20, 2021 DRS

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 As Confidentially Submitted to the Securities and Exchange Commission on August 20, 2021

Confidential Treatment Requested by ESAB Corporation Pursuant to 17 C.F.R. Section 200.83 As Confidentially Submitted to the Securities and Exchange Commission on August 20, 2021 File No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 ESAB CORPORATI

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