Michael B. Petras Jr. - Nov 7, 2022 Form 4 Insider Report for Sotera Health Co (SHC)

Role
Chairman & CEO, Director
Signature
/s/ Jessica L. M. H. Epp, Attorney-in-Fact
Stock symbol
SHC
Transactions as of
Nov 7, 2022
Transactions value $
$0
Form type
4
Date filed
11/9/2022, 04:20 PM
Previous filing
Mar 4, 2022
Next filing
Nov 22, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SHC Common Stock, $0.01 par value per share ("Common Stock") 421K Nov 7, 2022 Direct F1, F2
holding SHC Common Stock 6.38M Nov 7, 2022 By Grantor Trust F1

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 Stock Options Award $0 +2.11M $0.00 2.11M Nov 7, 2022 Common Stock 2.11M $6.37 Direct F3
holding SHC Stock Options 1.12M Nov 7, 2022 Common Stock 1.12M $23.00 Direct F1, F4
holding SHC Stock Options 479K Nov 7, 2022 Common Stock 479K $20.03 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 No transaction is being reported on this line. Reported on a previously filed Form 4.
F2 These securities consist of 382,871 restricted stock units and 37,700 shares of Common Stock.
F3 These options were granted on November 7, 2022, pursuant to the terms of a stock option agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). The options vest in three installments, as follows: 30%, 30%, and 40% of the options vest on each of the 12-month, 18-month, and 24-month anniversaries, respectively, of the date of grant, subject to the Reporting Person's continued service through each such date.
F4 These options were granted on November 20, 2020, pursuant to the terms of a stock option agreement under the 2020 Incentive Plan. 25% of the options vested on November 20, 2021 and the remaining unvested options vest in three equal installments on the next three anniversaries of the date of grant, subject to the Reporting Person's continued service through each such date.
F5 These options were granted on March 2, 2022, pursuant to the terms of a stock option agreement under the 2020 Incentive Plan. The options vest in three equal installments on each of the first three anniversaries of the date of grant, subject to the Reporting Person's continued service through each such date.

Remarks:

The Power of Attorney for Mr. Petras is filed as an exhibit to the Form 3 filed on November 20, 2020, which is hereby incorporated by reference.