| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Petras Michael B. Jr. | Chairman & CEO, Director | C/O SOTERA HEALTH COMPANY, 9100 SOUTH HILLS BLVD, SUITE 300, BROADVIEW HEIGHTS | Gregory S. Harvey, Attorney-in-Fact | 04 Mar 2026 | 0001832387 |
| 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 | -31,339 | -5.7% | $15.91* | 521,451 | 02 Mar 2026 | Direct | F1 | |
| transaction | SHC | Common Stock | Tax liability | -40,302 | -7.7% | $15.91* | 481,149 | 02 Mar 2026 | Direct | F2 | |
| transaction | SHC | Common Stock | Options Exercise | +89,686 | +19% | 570,835 | 02 Mar 2026 | Direct | F3 | ||
| transaction | SHC | Common Stock | Tax liability | -39,552 | -6.9% | $15.91* | 531,283 | 02 Mar 2026 | Direct | F4 | |
| transaction | SHC | Common Stock | Tax liability | -79,104 | -15% | $15.91* | 452,179 | 02 Mar 2026 | Direct | F5 | |
| transaction | SHC | Common Stock | Award | +240,248 | +53% | $0.000000* | 692,427 | 02 Mar 2026 | Direct | F6 | |
| holding | SHC | Common Stock | 4,819,393 | 02 Mar 2026 | By Grantor Trust |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SHC | Share Appreciation Units | Options Exercise | -89,686 | -60% | 59,790 | 02 Mar 2026 | Common Stock | 89,686 | Direct | F3 | |||
| transaction | SHC | Share Appreciation Units | Award | +120,124 | $0.000000* | 120,124 | 02 Mar 2026 | Common Stock | 120,124 | Direct | F7 |
| 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 71,063 Restricted Stock Units ("RSUs") granted to the Reporting Person on March 6, 2023. This award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Incentive Plan ("2020 Incentive Plan"). Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions |
| F2 | 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 91,386 RSUs granted to the Reporting Person on March 4, 2024. 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. |
| F3 | These securities consist of performance-based share appreciation units ("SAUs") (formerly called performance stock units) that were granted on March 3, 2025, pursuant to the terms of a SAU Agreement under the 2020 Incentive Plan. Each SAU represented the Reporting Person's right to receive one share of Common Stock subject to stock price-related performance conditions. Regarding the SAUs, the Reporting Person vested in 89,686 shares of Common Stock on March 2, 2026. The remaining SAUs under the award vest annually in equal installments in March 2027 and March 2028, subject to performance. |
| F4 | 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 89,686 SAUs granted to the Reporting Person on March 3, 2025. This award was granted pursuant to the terms of a SAU Agreement under the 2020 Incentive Plan. Each SAU represents the Reporting Person's right to recieve one share of Common Stock, subject to performance. |
| F5 | 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 179,372 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. |
| F6 | These securities consist of RSUs that were granted on March 2, 2026, pursuant to the terms of an RSU agreement under the 2020 Incentive Plan. Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. The RSUs generally vest annually in 60%, 20%, and 20% installments, respectively, commencing March 2027. |
| F7 | These securities consist of a maximum number of SAUs that were granted on March 2, 2026, pursuant to the terms of a SAU Agreement under the 2020 Incentive Plan. Each SAU represents the Reporting Person's right to receive one share of Common Stock, subject to stock price-related peformance conditions. The SAUs generally vest annually in 60%, 20% and 20% installments, respectively, commencing March 2027, subject to performance. |
The Power of Attorney for Mr. Petras is filed as an exhibit to the Form 4 filed on September 12, 2024, which is incorporated by reference.