14 unchanged sentences
(c) Trading Plans
−Removed: On November 15, 2023 , Mr.
−Removed: Christopher M.
−Removed: Hix , a member of the Company’s Board of Director s, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 7,465 shares of Company common stock on March 1, 2024, subject to certain conditions, in order to satisfy certain tax obligations associated with the vesting of restricted stock units awarded to Mr.
−Removed: Hix in connection with his service as Chief Financial Officer of Enovis Corporation.
−Removed: On December 7, 2023 , Ms.
−Removed: Michelle Campion , the Company’s Chief Human Resources Officer , adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 3,660 shares of Company common stock beginning on May 15, 2024, subject to certain conditions.
−Removed: On December 15, 2023 , Ms.
−Removed: Campion terminated the trading plan.
+Added: On December 13, 2024, Mr.
+Added: Olivier Biebuyck , President , Fabrication Technology of the Company, adopted a trading plan intended to satisfy Rule 10b5-1(c) to sell up to 16,266 shares of Company common stock between March 13, 2025 and December 31, 2025 , subject to certain conditions, all of which shares are to be acquired upon the exercise of employee stock options.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
5 unchanged sentences
We intend to satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or a waiver from, a provision of our code of ethics by posting such information on our website at the address above.
+Added: Information relating to our insider trading policies and procedures is incorporated by reference to such information included in our 2025 Proxy Statement under the caption “Policies on Insider Trading, Hedging and Stock Ownership.”
Executive Compensation
−Removed: Information responsive to this item is incorporated by reference to such information included in our 2024 Proxy Statement under the captions “Executive Compensation,” “Director Compensation,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation Committee Interlocks and Insider Participation,” “CEO Pay Ratio Disclosure” and “Pay Versus Performance.”
+Added: Information responsive to this item is incorporated by reference to such information included in our 2025 Proxy Statement under the captions “Executive Compensation,” “Director Compensation,” “Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation Committee Interlocks and Insider Participation,” “CEO Pay Ratio Disclosure,” “Pay Versus Performance” and “Equity Award Grant Practices.”
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
27 unchanged sentences
001-41297) as filed with the SEC on March 7, 2023
+Added: Indenture, dated as of April 9, 2024, by and among ESAB Corporation, as issuer, the guarantors named therein, and U.S.
+Added: Bank Trust Company, National Association, as trustee Incorporated by reference to Exhibit 4.1 to ESAB Corporation’s Form 8-K (File No.
+Added: 001-41297) as filed with the SEC on April 9, 2024
+Added: Form of Global Note Incorporated by reference to Exhibit 4.2 to ESAB Corporation’s Form 8-K (File No.
+Added: 001-41297) as filed with the SEC on April 9, 2024
Transition Services Agreement, dated April 4, 2022, between Enovis Corporation and ESAB Corporation Incorporated by reference to Exhibit 10.1 to ESAB Corporation’s Form 8-K (File No.
47 unchanged sentences
001-41297) as filed with the SEC on March 11, 2022
−Removed: Letter Agreement, dated December 12, 2022, between ESAB Corporation and Eleanor Lukens Filed herewith
−Removed: Letter Agreement, dated January 9, 2023, between ESAB Corporation and Olivier Biebuyck Filed herewith
+Added: Letter Agreement, dated December 12, 2022, between ESAB Corporation and Eleanor Lukens Incorporated by reference to Exhibit 10.23 to ESAB Corporation’s Annual Report on Form 10-K (File No.
+Added: 001-41297) as filed with the SEC on February 29, 2024
+Added: Letter Agreement, dated January 9, 2023, between ESAB Corporation and Olivier Biebuyck Incorporated by reference to Exhibit 10.24 to ESAB Corporation’s Annual Report on Form 10-K (File No.
+Added: 001-41297) as filed with the SEC on February 29, 2024
Form of Change in Control Agreement, effective October 27, 2020 (Colfax) Incorporated by reference to Exhibit 10.22 to ESAB Corporation’s registration statement on Form 10-12B/A (File No.
34 unchanged sentences
001-41297) as filed with the SEC on March 11, 2022
+Added: Form of ESAB Corporation Restricted Stock Unit Agreement for Mitchell P.
+Added: Rales Incorporated by reference to Exhibit 10.1 to ESAB Corporation’s Quarterly Report on Form 10-Q (File No.
+Added: 001-41297) as filed with the SEC on October 29, 2024
+Added: Letter from Ernst & Young LLP regarding Change in Accounting Principle Filed herewith
+Added: Insider Trading Policy and Procedures Filed herewith
+Added: ESAB Corporation Clawback Policy Incorporated by reference to Exhibit 97.1 to ESAB Corporation’s Annual Report on Form 10-K (File No.
+Added: 001-41297) as filed with the SEC on February 29, 2024
Description Location
8 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Filed herewith
−Removed: ESAB Corporation Clawback Policy Filed herewith
−Removed: 101.INS Inline XBRL Instance Document Filed herewith
−Removed: 101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith
Description Location
1 unchanged sentence
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document Filed herewith
+Added: 101.INS Inline XBRL Instance Document Filed herewith
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document Filed herewith
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document Filed herewith
−Removed: 104 Cover Page Interactive Data File - The cover page from this Annual Report on Form 10-K for the fiscal year ended December 31, 2022 is formatted in Inline XBRL (included as Exhibit 101) Filed herewith
+Added: 101.SCH Inline XBRL Taxonomy Extension Schema Document Filed herewith
+Added: 104 Cover Page Interactive Data File - The cover page from this Annual Report on Form 10-K for the fiscal year ended December 31, 2024 is formatted in Inline XBRL (included as Exhibit 101)
+Added: Filed herewith
# Indicates management contract or compensatory plan, contract or arrangement.
19 unchanged sentences
Melissa Cummings
−Removed: /s/ CHRISTOPHER M.
−Removed: Christopher M.
/s/ RHONDA L.
17 unchanged sentences
Valuation allowance for deferred tax assets 88,202 ( 12,283 ) — 3,426 79,355
−Removed: 15,465 4,503 68,876 ( 642 ) 88,202
Year Ended December 31, 2022:
1 unchanged sentence
Valuation allowance for deferred tax assets (2)
+Added: 15,465 4,503 68,876 ( 642 ) 88,202
(1) Amounts charged to expense are net of recoveries for the respective period.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.