Thomas D. Logan - Oct 20, 2021 Form 4 Insider Report for Mirion Technologies, Inc. (MIR)

Role: Chief Executive Officer, Director
Signature: /s/ Emmanuelle Lee, attorney-in-fact
Stock symbol: MIR
Transactions as of: Oct 20, 2021
Transactions value $: $0
Form type: 4
Date filed: 10/22/2021, 08:40 PM
Next filing: Dec 29, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MIR	Common Stock	Award		+1.54M			1.54M	Oct 20, 2021	Direct	F1, F2, F3
transaction	MIR	Common Stock	Award		+865K			865K	Oct 20, 2021	By Trust	F1, F2, F4
transaction	MIR	Common Stock	Award		+865K			865K	Oct 20, 2021	By Trust	F1, F2, F5
transaction	MIR	Common Stock	Award		+865K			865K	Oct 20, 2021	By Trust	F1, F2, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to the Business Combination Agreement, dated June 17, 2021 (as amended on September 3, 2021), by and among GS Acquisition Holdings Corp II ("GSAH"), Mirion Technologies (TopCo), Ltd ("Legacy Mirion") and the other parties thereto (the "Business Combination Agreement"), GSAH established a Delaware corporation, Mirion IntermediateCo, Inc. ("IntermediateCo") as a subsidiary thereof. A newly-formed subsidiary of IntermediateCo merged with and into Legacy Mirion with Legacy Mirion surviving as a wholly-owned subsidiary of IntermediateCo, with GSAH (which changed its name to Mirion Technologies, Inc. (the "Issuer")) thereby becoming the corporate parent of Legacy Mirion. The transactions contemplated by the Business Combination Agreement are referred to herein as the "Business Combination".
F2	Pursuant to the terms of the Business Combination Agreement, the shareholders of Legacy Mirion at the effective time of the Business Combination (the "Effective Time") were entitled to elect to receive, for each Class A ordinary share of Legacy Mirion held by them immediately prior to the Effective Time, a combination of cash and shares of Class B common stock of the Issuer ("Common Stock"), in each case, as specified by the applicable Legacy Mirion shareholder.
F3	Reflects shares of Common Stock acquired by the Reporting Person pursuant to the Business Combination Agreement.
F4	Reflects shares of Common Stock acquired pursuant to the Business Combination Agreement, which are held of record by the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of the Mary Hancock Logan GST Exempt Trust (the "M. Logan Trust"). Member(s) of the Reporting Person's immediate family are holders of the M. Logan Trust, and the Reporting Person may be deemed to exercise voting and investment power over such shares of Common Stock; however, the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of M. Logan Trust has sole voting and dispositive power over the shares of Common Stock held thereby. The Reporting Person disclaims ownership of these shares of Common Stock except to the extent of his pecuniary interest therein.
F5	Reflects shares of Common Stock acquired pursuant to the Business Combination Agreement, which are held of record by the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of the Alison Paige Logan GST Exempt Trust (the "A. Logan Trust"). Member(s) of the Reporting Person's immediate family are holders of the A. Logan Trust, and the Reporting Person may be deemed to exercise voting and investment power over such shares of Common Stock; however, the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of A. Logan Trust has sole voting and dispositive power over the shares of Common Stock held thereby. The Reporting Person disclaims ownership of these shares of Common Stock except to the extent of his pecuniary interest therein.
F6	Reflects shares of Common Stock acquired pursuant to the Business Combination Agreement, which are held of record by the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of the Thomas Darrell Logan, Jr. GST Exempt Trust (the "T. Logan Trust"). Member(s) of the Reporting Person's immediate family are holders of the T. Logan Trust, and the Reporting Person may be deemed to exercise voting and investment power over such shares of Common Stock; however, the J.P. Morgan Trust Company of Delaware in its capacity as Trustee of T. Logan Trust has sole voting and dispositive power over the shares of Common Stock held thereby. The Reporting Person disclaims ownership of these shares of Common Stock except to the extent of his pecuniary interest therein.