X0306 4 2020-03-11 0 0000861878 STERICYCLE INC SRCL 0001754743 Miller Cindy J 2355 WAUKEGAN ROAD BANNOCKBURN IL 60015 0 1 0 0 Chief Executive Officer Common Stock 2020-03-12 4 M 0 2401 A 3978 D Common Stock 2020-03-12 4 F 0 700 49.06 D 3278 D Performance-based Restricted Stock Units 0.0 2020-03-11 4 A 0 37335 0.0 A Common Stock 37335 69193 D Restricted Stock Units 0.0 2020-03-11 4 A 0 30546 0.0 A Common Stock 30546 55554 D Restricted Stock Units 0.0 2020-03-12 4 M 0 2401 D Common Stock 2401 53153 D 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. No shares were sold. 700 shares were withheld by the Issuer to satisfy the minimum statutory tax withholding requirements on vesting of RSUs. Each restricted stock unit (RSU) represents the right to receive, at settlement, one share of common stock. 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. The RSUs vest in 3 annual installments on each of the first three anniversaries of the grant date. All unvested RSUs are subject to continued employment through the applicable vesting date. This award was granted on March 12, 2019 for 12,005 shares. 2,401 shares vested on March 12, 2020 and the remaining unvested RSUs will continue to vest in equal annual installments on the next 4 anniversaries of the grant date. All unvested RSUs are subject to continued employment through the applicable vesting date. /s/ Cindy J. Miller 2020-03-13