ESAB Corp

This summary highlights information contained elsewhere in this proxy statement. This summary does not contain all the

information that you should consider, and you should read the entire proxy statement carefully before voting. Page

references are supplied to help you find further information in this proxy statement.

Annual Meeting of Stockholders

Company Overview

ESAB Corporation is a focused premier industrial compounder. We provide our partners with advanced equipment,

consumables, gas control equipment, robotics and digital solutions. Our rich history of innovative products and workflow

solutions and our business system, ESAB Business Excellence, enables our purpose of Shaping the world we imagine. TM

ESAB Corporation is based in North Bethesda, Maryland and employs approximately 9,000 associates and serves

customers in approximately 150 countries.

Availability of Proxy Materials – Use of Notice and Access

Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to be held on May 9,

2024: Our Annual Report to Stockholders and this Proxy Statement are available atwww.proxyvote.com.

Pursuant to the “notice and access” rules adopted by the SEC, we have elected to provide stockholders access to our proxy

materials primarily over the internet. Accordingly, on or about March 29, 2024, we first sent a Notice of Internet Availability of

Proxy Materials (the “Notice”) to our stockholders entitled to vote at the Annual Meeting as of the close of business on March

18, 2024, the record date of the meeting. The Notice includes instructions on how to access our proxy materials over the

internet and how to request a printed copy of these materials. In addition, by following the instructions in the Notice,

stockholders may request to receive proxy materials in printed form by mail or electronically by e-mail on an ongoing basis.

Choosing to receive your future proxy materials by e-mail will save us the cost of printing and mailing documents to you and

will reduce the impact of our annual meetings on the environment. If you choose to receive future proxy materials by e-mail,

you will receive an e-mail next year with instructions containing a link to those materials and a link to the proxy voting site.

Your election to receive proxy materials by e-mail will remain in effect until you terminate it.

Who May Vote

You may vote if you were a stockholder of record at the close of business on March 18, 2024, the record date.

2024 Proxy Statement

How to Cast Your Vote

You can vote by any of the following methods:

Via the internet (www.proxyvote.com) through May 8, 2024;

By telephone (1-800-690-6903) through May 8, 2024;

By completing, signing and returning your proxy by mail in the envelope provided or to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NJ 11717, by May 8, 2024; or

Via virtual attendance and voting at the Annual Meeting. To attend the Annual Meeting, you must go to the meeting website at www.virtualshareholdermeeting.com/ESAB2024 and enter your control number. Once admitted, you may vote by following the instructions available on the meeting website. If you are a beneficial stockholder who owns shares in street name and have questions about your control number or how to obtain one, please contact the bank, broker or other nominee who holds your shares.

If you are a beneficial stockholder who owns your shares in street name, the availability of online or telephone voting may

depend on the voting procedures of the organization that holds your shares.

2024 Proxy Statement

Voting Matters

We are asking you to vote on the following proposals at the Annual Meeting:

Board and Governance Highlights

Our Board of Directors recognizes that enhancing and protecting long-term value for our stockholders requires a robust

framework of corporate governance. The Company’s corporate governance framework includes:

■All continuing directors and director nominees are independent with the exception of our President and Chief

Executive Officer

■Majority of continuing directors and director nominees are female and/or racially or ethnically diverse

■Majority vote for directors in uncontested elections with director resignation policy

■Active Board oversight of strategy, risk management and environmental, social and governance matters

■No “overboarded” directors under the limits set forth in our Corporate Governance Guidelines

■Phase-out for staggered Board with all directors to be elected annually beginning in 2026

■Rigorous stock ownership requirements for officers and directors

■Anti-hedging, anti-pledging, and clawback policies

2024 Proxy Statement

Board of Directors (page 13)

The following table provides summary information about our continuing directors and our Class II Director nominees:

2024 Proxy Statement

Our nine continuing directors and director nominees have diverse backgrounds, skills and experiences, which the Board

believes contributes to the effective oversight of the Company. The following charts summarize the diversity, skills and

experience of such Board members:

2024 Proxy Statement

Tenure

Age

0-5 years

5-10 years

10+ years

Tenure includes service on Colfax Corporation Board of Directors prior to

the Separation, if applicable.

45-65

65+

33%

WOMEN

33%

RACIALLY/

ETHNICALLY

DIVERSE

56%

Total Diversity

89%

INDEPENDENT

10 years

Average Tenure

63.7

Average Age

In accordance with the Company’s Amended and Restated Bylaws (the “Bylaws”), to be elected each director nominee must

receive more votes cast for than against his or her nomination for election or re-election in order to be elected or re-elected

to the Board. Our Corporate Governance Guidelines provide that incumbent directors nominated for election by the Board

are required to tender, prior to the mailing of the relevant proxy statement, a conditional, irrevocable letter of resignation to

the Board. In the event that a nominee for director does not receive the required vote for re-election at the Annual Meeting,

the Board will promptly consider whether to accept or reject the conditional resignation of that nominee, or whether other

action should be taken. The Board will then take action within 90 days following the certification of election results and will

promptly disclose its decision by filing a Current Report on Form 8-K with the Securities and Exchange Commission (“SEC”).

2024 Proxy Statement

Current or former CEO, CFO or COO

Other public company board

Broad international experience

Extensive M&A or capital markets

Diverse (female or racially/ethnically

diverse)

Human capital/talent management

Related industry/manufacturing

Sales/marketing experience

Technology/IT experience

Innovation experience

Organizational management and

leadership development experience

Finance, accounting or risk

management experience

Corporate social responsibility/

sustainability experience

4/9

7/9

7/9

5/9

5/9

2/9

6/9

3/9

2/9

5/9

6/9

4/9

3/9