SecProbe.io

CORRESP
 1
 filename1.htm

 CORRESP

 LINCOLN ELECTRIC HOLDINGS, INC.
 22801 Saint Clair Avenue • Cleveland, Ohio 44117 • U.S.A Tel: +1 (216) 481-8100
• Fax: +1 (216) 486-1751 August 22, 2025
 CORRESPONDENCE VIA EDGAR United States
Securities and Exchange Commission Division of Corporation Finance
 Office of Technology 100 F Street, NE
 Washington, D.C. 20549

 Attn:
 Chen Chen
 Christine Dietz

 Re:
 Lincoln Electric Holdings Inc.
 Form 10-K for the Fiscal Year ended December 31, 2024
 Filed February 26, 2025
 File
 No. 000-01402                
 Ladies and Gentlemen: Lincoln Electric
Holdings Inc., an Ohio corporation (the “Company”, “we” or “our”), is submitting this letter in response to the comment letter from the staff (the “Staff”) of the Securities and Exchange Commission
(the “Commission”), dated August 14, 2025 (the “Comment Letter”), in regard to the above-referenced Form 10-K for the fiscal year ended December 31, 2024 (the “Form 10-K”). Below are the Company’s responses. For the convenience of the Staff, the Company
has repeated each of the Staff’s comments before the corresponding response. Form 10-K for the fiscal
year ended December 31, 2024 Management’s Discussion and Analysis of Financial Condition and Results of Operations
 Key Indicators, page 18

 1.
 We note your disclosure that orders, backlog, sales, inventory and fill-rates are key operating measures
utilized by the operating units to manage the company as they provide key indicators of business trends. Please tell us what consideration was given to disclosing these measures in MD&A, along with all the disclosures consistent with the
guidance in SEC Release No. 33-10751. Response : The Company
respectfully acknowledges the Staff’s comment. Upon further review of SEC Release No. 33-10751, the Company does not believe orders, backlog, inventory or fill-rates represent key variables that
would be necessary for an investor to understand the Company’s financial condition, changes in financial condition and results of operations. The Company separately discloses sales as a key financial measure utilized by the Company’s
executive management and operating units in order to evaluate the results of its business and in understanding key variables impacting the current and future results of the Company. As a result, in future filings, beginning with its Annual Report on
Form 10-K for the year ending December 31, 2025, the Company will remove the referenced disclosure.
 www.lincolnelectric.com

 United States Securities and Exchange Commission
 Division of Corporate Finance Office of Technology
 August 22, 2025 Page
 2

 Results of Operations, page 19

 2.
 We note your presentation of Adjusted EBIT by segment but you do not include a discussion and analysis of
each segment’s Adjusted EBIT. Please revise. Refer to Item 303(b) of Regulation S-K.
 Response : The Company respectfully acknowledges the Staff’s comment and, in future filings, beginning with its Quarterly Report on
Form 10-Q for the quarterly period ending September 30, 2025, the Company will revise its disclosure to clarify our discussion and analysis of each segment’s Adjusted EBIT as shown below in the
revised disclosure from the Form 10-K with tracked edits. The following table presents Adjusted EBIT by segment:

 December 31

 Favorable (Unfavorable) 2024 vs. 2023

 2024

 2023

 $

 %

 Americas Welding:

 Net sales

 $
 2,564,847

 $
 2,655,546

 $
 (90,699
 )

 (3.4
 )%

 Inter-segment sales

 135,758

 127,536

 8,222

 6.4
 %

 Total Sales

 $
 2,700,605

 $
 2,783,082

 $
 (82,477
 )

 (3.0
 )%

 Adjusted EBIT
 (1) (4)

 $
 530,188

 $
 538,269

 $
 (8,081
 )

 (1.5
 )%

 As a percent of total sales (1)

 19.6
 %

 19.3
 %

 0.3
 %

 International Welding:

 Net sales

 $
 933,722

 $
 1,040,006

 $
 (106,284
 )

 (10.2
 )%

 Inter-segment sales

 35,861

 31,498

 4,363

 13.9
 %

 Total Sales

 $
 969,583

 $
 1,071,504

 $
 (101,921
 )

 (9.5
 )%

 Adjusted EBIT
 (2) (5)

 $
 106,117

 $
 136,497

 $
 (30,380
 )

 (22.3
 )%

 As a percent of total sales (2)

 10.9
 %

 12.7
 %

 (1.8
 )%

 The Harris Products Group:

 Net sales

 $
 510,101

 $
 496,084

 $
 14,017

 2.8
 %

 Inter-segment sales

 12,321

 10,641

 1,680

 15.8
 %

 Total Sales

 $
 522,422

 $
 506,725

 $
 15,697

 3.1
 %

 Adjusted EBIT
 (3) (6)

 $
 88,328

 $
 74,144

 $
 14,184

 19.1
 %

 As a percent of total sales (3)

 16.9
 %

 14.6
 %

 2.3
 %

 Corporate / Eliminations:

 Inter-segment sales

 $
 (183,940
 )

 $
 (169,675
 )

 $
 (14,265
 )

 8.4
 %

 Adjusted EBIT (7)

 (11,028
 )

 (17,536
 )

 6,508

 (37.1
 )%

 Consolidated:

 Net sales

 $
 4,008,670

 $
 4,191,636

 $
 (182,966
 )

 (4.4
 )%

 Net income

 $
 466,108

 $
 545,248

 $
 (79,140
 )

 (14.5
 )%

 As a percent of total sales

 11.6
 %

 13.0
 %

 (1.4
 )%

 Adjusted EBIT (8)

 $
 713,605

 $
 731,374

 $
 (17,769
 )

 (2.4
 )%

 As a percent of sales

 17.8
 %

 17.4
 %

 0.4
 %

 (1)
 Adjusted EBIT decreased Increase for 2024 as compared to 2023 primarily driven by
the unfavorable impact of lower volumes, partially offset by the favorable impact of effective cost management and cost reduction actions ; Adjusted EBIT as a percent of sales increased for the same
period. , partially by the unfavorable impact of lower volumes.

 (2)
 Adjusted EBIT and Adjusted EBIT as a percent of sales D d ecrease d
for 2024 as compared to 2023 primarily driven by the unfavorable impact of lower volumes, partially offset by the favorable impact of cost reduction actions.

 (3)
 Adjusted EBIT and Adjusted EBIT as a percent of sales l i ncrease d
for 2024 compared to 2023 primarily driven by the favorable impact of reflects effective cost management and operational improvements.
 www.lincolnelectric.com

 United States Securities and Exchange Commission
 Division of Corporate Finance Office of Technology
 August 22, 2025 Page
 3

 Consolidated Financial Statements
 Notes to Consolidated Financial Statements Note 6 -
Segment information, page F-21

 3.
 You indicate that the primary measure used by the chief operating decision maker (“CODM”) is
segment Adjusted EBIT; however, we note that you also present gross profit and EBIT for each reportable segment. Tell us whether the CODM receives gross profit and EBIT for each reportable segment and how they are used. If the CODM uses more than
one measure of segment profit or loss, such as gross profit, EBIT and Adjusted EBIT, to assess segment performance and to decide how to allocate resources, tell us which of the reported segment profit or loss measures is required to be disclosed in
accordance with ASC 280-10-50-28A. In this regard, the measure required to be disclosed is that which management believes is
determined in accordance with the measurement principles most consistent with those used in measuring the corresponding amounts in the consolidated financial statements. Additional measures may be disclosed, with certain disclosures provided for
each related measure, pursuant to ASC 280-10-50-28A through 50-28C.
 Response : The Company acknowledges the Staff’s comment and respectfully explains that while segment gross profit and
segment EBIT are included in the financial information for each reportable segment provided to the CODM for informational purposes, the CODM does not use segment gross profit and segment EBIT when assessing performance or allocating resources. The
CODM uses segment Adjusted EBIT as the performance measure to assess performance and allocate resources, and therefore we believe it is the metric required to be disclosed under the guidance in ASC 280-10-50-28A. The presentation of segment gross profit and EBIT within
Note 6 was not intended to imply the use of the metric by the CODM. Rather, the presentation in Note 6 inclusive of segment gross profit and EBIT was presented for informational purposes only and intended to maintain a consistent format throughout
the financial statements. The Company revised the Segment Information Note to remove segment gross profit within its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025. Starting with its Quarterly Report on Form 10-Q for the quarterly period ending September 30, 2025, the Company
will further revise the Segment Information Note to also remove segment EBIT. Please see revised disclosure from the Form 10-K with tracked edits shown after question 4 response below.
 www.lincolnelectric.com

 United States Securities and Exchange Commission
 Division of Corporate Finance Office of Technology
 August 22, 2025 Page
 4

 4.
 Please revise to reconcile the total of the reportable segments’ amount for each measure of profit or
loss to consolidated income before income taxes. Refer to ASC 280-10-50-30(b) and ASC 280-10-50-28C. The reconciliation should include a single amount for the subtotal of the reportable segments’ measures of profit or loss with a reconciliation of
that amount to consolidated income before income taxes. In this regard, we note that the segment note currently includes a Corporate/Elimination column which appears to result in the presentation of non-GAAP
measures of consolidated EBIT and consolidated Adjusted EBIT. Please similarly revise to reconcile to the total reportable segments’ amounts to consolidated amounts, such as the total of the reportable segments’ assets to consolidated
assets. Refer to ASC 280-10-50-30.
 Response : The Company acknowledges the Staff’s comment regarding the requirements in ASC 280-10-50-30(b) and ASC 280-10-50-28C as well as
regarding the appearance of creating non-GAAP measures of consolidated EBIT and consolidated Adjusted EBIT. In
future filings we will revise the presentation to remove such amounts. Additionally, the reconciliation of reportable segments’ Adjusted EBIT and Total segment Assets will be changed to include single amounts for the subtotal of
segments’ Adjusted EBIT and Total segment Assets that are then reconciled to consolidated income before taxes and Total consolidated assets, respectively, as shown below in the revised Form 10-K
disclosure. Further, the reconciliation of Other Segment Information will be revised to include single amounts for the subtotal of Total segment capital expenditures and Total segment depreciation and amortization that are then reconciled to
Consolidated total capital expenditures and Consolidated total depreciation and amortization, respectively, as shown below in the revised Form 10-K disclosure.
 www.lincolnelectric.com

 United States Securities and Exchange Commission
 Division of Corporate Finance Office of Technology
 August 22, 2025 Page
 5

 For the Year Ended December 31, 2024

 Americas Welding (1)

 International Welding (2)

 The Harris Products Group (3)

 Total

 Net sales

 $
 2,564,847

 $
 933,722

 $
 510,101

 $
 4,008,670

 Inter-segment sales

 135,758

 35,861

 12,321

 183,940

 Total sales

 2,700,605

 969,583

 522,422

 4,192,610

 Reconciliation to Consolidated Net sales

 Elimination of inter-segment sales

 (183,940
 )

 Net sales

 $
 4,008,670

 Cost of goods sold

 1,638,568

 700,428

 378,292

 2,717,288

 Gross profit

 1,062,037

 269,155

 144,130

 1,475,322

 Other segment expenses

 559,670

 200,785

 59,757

 820,212

 EBIT

 502,367

 68,370

 84,373

 655,110

 Special items charge

 27,821

 37,747

 3,955

 69,523

 Segment Adjusted EBIT

 530,188

 106,117

 88,328

 724,633

 Reconciliation of Segment Adjusted EBIT to Consolidated Income before income
taxes

 Addback: Segment special items charge

 (69,523
 )

 Corporate special items charge (4)

 (7,147
 )

 Elimination of inter-segment profit

 (2,410
 )

 Unallocated corporate expenses, net

 (8,618
 )

 Interest income

 10,130

 Interest expense

 (52,916
 )

 Income before income taxes

 $
 594,149

 Other Segment Information

 Total assets

 $
 2,416,411

 $
 1,050,327

 $
 346,645

 $
 3,813,383

 Capital expenditures

 94,528

 17,814

 4,144

 116,486

 Depreciation and amortization

 57,016

 21,735

 10,091

 88,842

 Reconciliation of Segment Assets to Consolidated Assets

 Total segment assets

 $
 3,813,383

 Corporate assets

 20,745

 LIFO reserve not allocated to segments

 (120,633
 )

 Eliminations

 (193,353
 )

 Total consolidated assets

 $
 3,520,142

 Reconciliation of Other Segment Information to Consolidated Information

 Segment Totals

 Adjustments

 Consolidated Totals

 Capital expenditures

 $
 116,486

 $
 117

 $
 116,603

 Depreciation and amortization

 88,842

 (604
 )

 88,238

 www.lincolnelectric.com

 United States Securities and Exchange Commission
 Division of Corporate Finance Office of Technology
 August 22, 2025 Page
 6

 * * * * * * * *
 Thank you for your comments and I trust you will find my responses satisfactory. If you have any questions regarding the foregoing, please do not hesitate to
contact me at gabe_bruno@lincolnelectric.com or at (216) 383-8195.

 Very truly yours,

 /s/ Gabriel Bruno

 Gabriel Bruno

 Executive Vice President,

 Chief Financial Officer and Treasurer

 www.lincolnelectric.com