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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): June 1, 2026
ESAB Corporation
(Exact name of registrant as specified in its charter)
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| Delaware | 001-41297 | 87-0923837 |
| (State or other jurisdiction | (Commission | (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
909 Rose Avenue, 8th Floor
North Bethesda, MD 20852
(Address of Principal Executive Offices) (Zip Code)
(301) 323-9099
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.001 per share | ESAB | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note
On June 1, 2026, ESAB Corporation ("ESAB" or the "Company") filed a Current Report on Form 8-K (the "Original Filing") in connection with the June 1, 2026, completion of the Acquisition of Eddyfi Holding Inc. a corporation incorporated under the laws of the Province of Quebec ("Eddyfi"), and certain related entities (such transaction, the "Acquisition").
This Amendment No.1 to Current Report on Form 8-K/A ("Amendment No. 1") amends the Original Filing to include the audited consolidated financial statements of Eddyfi as of and for the year ended December 31, 2025 and the related auditor consent, the unaudited interim condensed consolidated financial statements of Eddyfi as of March 31, 2026 and the pro forma financial information required by Item 9.01 of Form 8-K.
The unaudited proforma condensed combined financial information included in this Amendment No. 1 has been presented for informational purposes only. It does not purport to represent the actual results of operations that ESAB and Eddyfi would have achieved had the companies been combined during the periods presented in the pro forma financial information and is not intended to project the future results of operations that the combined company may achieve after the consummation of the Acquisition. Except for the filing of such financial statements, auditor consent and pro forma financial information, this Amendment No. 1 does not modify or update other disclosures in, or exhibits to, the Original Filing.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired.
The consolidated financial statements and accompanying notes of Eddyfi as of December 31, 2025 and for the year ended December 31, 2025 are filed as Exhibit 99.1 to this Amendment No. 1.
The unaudited interim condensed consolidated financial statements and accompanying notes of Eddyfi as of March 31, 2026 and for the three months ended March 31, 2026 are filed as Exhibit 99.2 to this Amendment No. 1.
(b) Pro forma Financial Information.
The pro forma information required by Item 9.01 (b) of Form 8-K in relation to the acquisition of Eddyfi is filed as Exhibit 99.3 to this Amendment No. 1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
104 Cover Page Interactive Data File - The cover page from this Current Report on Form 8-K is formatted in Inline XBRL
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Date: | August 6, 2026 | | | ESAB Corporation |
| | | By: | /s/ Julie Han |
| | | Name: | Julie Han |
| | | Title: | Controller and Chief Accounting Officer |
| | | | (Principal Accounting Officer) |
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