Cindy J. Miller - Mar 10, 2023 Form 4 Insider Report for STERICYCLE INC (SRCL)

Role: Chief Executive Officer, Director
Signature: /s/ Cindy J. Miller
Stock symbol: SRCL
Transactions as of: Mar 10, 2023
Transactions value $: -$812,798
Form type: 4
Date filed: 3/13/2023, 04:04 PM
Previous filing: Mar 10, 2023
Next filing: Mar 17, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SRCL	Common Stock	Options Exercise		+10.2K	+20.77%		59.2K	Mar 10, 2023	Direct	F1
transaction	SRCL	Common Stock	Tax liability	-$196K	-4.51K	-7.62%	$43.50	54.7K	Mar 10, 2023	Direct	F2
transaction	SRCL	Common Stock	Options Exercise		+2.4K	+4.39%		57.1K	Mar 10, 2023	Direct	F1
transaction	SRCL	Common Stock	Tax liability	-$46.3K	-1.06K	-1.86%	$43.50	56K	Mar 10, 2023	Direct	F3
transaction	SRCL	Common Stock	Options Exercise		+29.6K	+52.82%		85.6K	Mar 10, 2023	Direct	F4
transaction	SRCL	Common Stock	Tax liability	-$570K	-13.1K	-15.31%	$43.50	72.5K	Mar 10, 2023	Direct	F5

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	Performance-based Restricted Stock Units	Options Exercise		-29.6K	-35.71%		53.3K	Mar 10, 2023	Common Stock	29.6K	$0.00	Direct	F4, F6
transaction	SRCL	Restricted Stock Units	Options Exercise		-10.2K	-16.77%		50.5K	Mar 10, 2023	Common Stock	10.2K	$0.00	Direct	F1, F7
transaction	SRCL	Restricted Stock Units	Options Exercise		-2.4K	-4.75%		48.1K	Mar 10, 2023	Common Stock	2.4K	$0.00	Direct	F1, F8

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit (RSU) represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of RSUs in shares of common stock on their scheduled vesting date.
F2	No shares were sold. 4,511 shares were withheld by the Issuer to satisfy the minimum statutory tax withholding requirements on vesting of RSUs.
F3	No shares were sold. 1,064 shares were withheld by the Issuer to satisfy the minimum statutory tax withholding requirements on vesting of RSUs.
F4	The vesting of these performance -based stock units ("PSU") is dependent upon the achievement by Stericycle,Inc. of certain financial performance criteria. Subject to continued employment through the applicable vesting date and to accelerated vesting in certain circumstances, the number of PSUs scheduled to vest on the third anniversary of the grant date following the 2022 annual performance period will vary between 0% and 187.5% of the number reported, depending on the extent to which Stericycle, Inc. meets certain financial performance goals.
F5	No shares were sold. 13,110 shares were withheld by the Issuer to satisfy the minimum statutory tax withholding requirements on vesting of PSUs.
F6	This award was granted on March 11, 2020 for 37,335 shares. 29,589 shares vested on March 11, 2023.
F7	This award was granted on March 11, 2020 for 30,546 shares. The final 10,182 shares vested on March 11, 2023.
F8	This award was granted on March 12, 2019 for 12,005 shares. 2,401 shares vested on March 12, 2023 and the remaining unvested RSUs are scheduled to vest on the next anniversary of the grant date.