ALEXANDER DIMITRIEF - 02 Mar 2026 Form 4 Insider Report for Sotera Health Co (SHC)

Role
SVP, General Counsel and Sec.
Signature
Matthew J. Klaben, Attorney-in-Fact
Issuer symbol
SHC
Transactions as of
02 Mar 2026
Net transactions value
$0
Form type
4
Filing time
04 Mar 2026, 20:55:56 UTC
Previous filing
08 Dec 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
DIMITRIEF ALEXANDER SVP, General Counsel and Sec. 9100 SOUTH HILLS BLVD, SUITE 300, BROADVIEW HEIGHTS Matthew J. Klaben, Attorney-in-Fact 04 Mar 2026 0001614732

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHC Common Stock, $0.01 par value per share ("Common Stock") Tax liability -7,941 -2.4% $15.91* 326,784 02 Mar 2026 Direct F1
transaction SHC Common Stock Options Exercise +16,816 +5.1% 343,600 02 Mar 2026 Direct F2, F4
transaction SHC Common Stock Tax liability -23,619 -6.9% $15.91* 319,981 02 Mar 2026 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SHC Performance RSUs Options Exercise -16,816 -60% 11,210 02 Mar 2026 Common Stock 16,816 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities represent the number of shares of Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting of 17,135 Restricted Stock Units ("RSUs") granted to the Reporting Person on March 4, 2024. This award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). Each RSU represents the Reporting Person's right to recieve one share of Common Stock, subject to vesting conditions.
F2 A portion of the Reporting Person's March 3, 2025 additional performance-based RSUs vested on March 2, 2026 based upon the achievement of performance conditions. As a result, the Reporting Person received an additional 16,816 shares of Common Stock.
F3 These securities represent the number of shares of Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting of 50,448 RSUs granted to the Reporting Person on March 3, 2025. This award was granted pursuant to the terms of an RSU agreement under the 2020 Incentive Plan. Each RSU represents the Reporting Person's right to recieve one share of Common Stock, subject to vesting conditions or performance, as applicable.
F4 These securities consist of additional performance-based RSUs that were granted on March 3, 2025, pursuant to the terms of an RSU Agreement under the 2020 Incentive Plan. Each additional RSU represented the Reporting Person's right to receive one share of Common Stock subject to stock price-related performance conditions. Regarding the additional RSUs, the Reporting Person vested in 16,816 shares of Common Stock on March 2, 2026. The remaining additional RSUs under the award vest annually in equal installments in March 2027 and March 2028, subject to performance.

Remarks:

The Power of Attorney for Mr. Dimitrief is filed as an exhibit to the Form 3 filed on November 8, 2022, which is hereby incorporated by reference.