Stephen C. Hooley - Nov 4, 2024 Form 4 Insider Report for STERICYCLE INC (SRCL)

Role
Director
Signature
/s/ Stuart Funderburg, Attorney-in-Fact
Stock symbol
SRCL
Transactions as of
Nov 4, 2024
Transactions value $
-$1,594,826
Form type
4
Date filed
11/4/2024, 05:07 PM
Previous filing
Jun 12, 2024

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 SRCL Restricted Stock Units Disposed to Issuer -$1.38M -22.2K -100% $62.00 0 Nov 4, 2024 Common Stock 22.2K Direct F1, F2
transaction SRCL Restricted Stock Units Disposed to Issuer -$218K -3.52K -100% $62.00 0 Nov 4, 2024 Common Stock 3.52K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Stephen C. Hooley is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents the right to receive, at settlement, one share of common stock.
F2 Represents RSUs that were fully vested prior to the effective time (the "Effective Time") of the merger of Stag Merger Sub Inc. with and into Stericycle, Inc. (the "Company"), which Effective Time occurred on November 4, 2024, but, in accordance with the Stericycle, Inc. Directors Deferred Stock Plan, the reporting person previously elected to defer actual receipt of the shares to which such person would otherwise have been entitled upon vesting until such person's separation of service from the issuer. Pursuant to the Agreement and Plan of Merger, dated as of June 3, 2024 (the "Merger Agreement"), by and among the Company, Waste Management, Inc., and Stag Merger Sub, Inc., at the Effective Time, these RSUs were canceled and converted into the right to receive (without interest) an amount in cash equal to the number of RSUs multiplied by $62.00.
F3 Represents RSUs that would have vested in full on the earlier of the one-year anniversary of the grant date or the date of the 2025 Annual Meeting of Stockholders, provided that the date of the 2025 Annual Meeting of Stockholders had been at least 50 weeks after the date of the 2024 Annual Meeting of Stockholders. Pursuant to the Merger Agreement, at the Effective Time, these RSUs were canceled and converted into the right to receive (without interest) an amount in cash equal to the number of RSUs multiplied by $62.00.