---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-146127"
form_type: "8-K"
ticker: "ESAB"
cik: "0001877322"
company_name: "ESAB Corp"
filed_at: "2023-05-16T23:59:59+00:00"
generated_at: "2026-06-15T00:07:26.597328+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# ESAB stockholders elect three directors, ratify EY, approve say-on-pay

## Summary
- Class I directors elected: Mitchell P. Rales, Stephanie M. Phillipps, Didier Teirlinck; each >54.9M votes for.
- Ernst & Young ratified as independent auditor for FY2023: 57.2M for, 18.9K against.
- Advisory say-on-pay passed with 54.3M for, 1.7M against.
- Stockholders voted for annual frequency of future say-on-pay votes; board adopted annual frequency.

## SEC filing metadata
- accession: 0001193125-23-146127
- form_type: 8-K
- ticker: ESAB
- cik: 0001877322
- company_name: ESAB Corp
- filed_at: 2023-05-16T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/0001193125-23-146127-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/d504468d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-146127
- JSON: https://secwatch.observer/filing/0001193125-23-146127.json
- Plain text: https://secwatch.observer/filing/0001193125-23-146127.txt

## Key facts
- Shareholder Votes
  ESAB Corp shareholders approved Election of Directors at the 2023-05-11 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Proposal 1: Election of Directors The Company’s stockholders elected three Class I directors to the Company’s Board of Directors (to hold office until the Company’s 2026 Annual Meeting of stockholders and until their respective successors are elected and qualified). The votes regarding this proposal were as follows: Nominee For Against Abstain Broker Non-Votes Mitchell P. Rales 55,593,588 368,680 22,202 1,236,770 Stephanie M. Phillipps 55,158,750 803,429 22,291 1,236,770 Didier Teirlinck 54,901,248 1,060,859 22,363 1,236,770
  evidence_url: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/0001193125-23-146127-index.htm
- Shareholder Votes
  ESAB Corp shareholders approved Advisory Vote on the Executive Compensation of the Named Executive Officers at the 2023-05-11 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Proposal 3: Advisory Vote on the Executive Compensation of the Named Executive Officers The Company’s stockholders approved, by non-binding advisory vote, the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 54,251,295 1,700,714 32,461 1,236,770
  evidence_url: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/0001193125-23-146127-index.htm
- Shareholder Votes
  ESAB Corp shareholders approved Ratification of Appointment of Independent Registered Accounting Firm at the 2023-05-11 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Proposal 2: Ratification of Appointment of Independent Registered Accounting Firm The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023. The votes regarding this proposal were as follows: For Against Abstain Broker Non-Votes 57,177,006 18,908 25,326 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/0001193125-23-146127-index.htm
- Shareholder Votes
  ESAB Corp shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation at the 2023-05-11 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-11
  source text: Proposal 4: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation The Company’s stockholders voted, on a non-binding advisory basis, on the frequency of future advisory votes on the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: One Year Two Years Three Years Abstain Broker Non- Votes 53,695,530 41,606 2,220,853 26,481 1,236,770
  evidence_url: https://www.sec.gov/Archives/edgar/data/1877322/000119312523146127/0001193125-23-146127-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.