0001822479-22-000080.txt : 20221122 0001822479-22-000080.hdr.sgml : 20221122 20221122170047 ACCESSION NUMBER: 0001822479-22-000080 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221120 FILED AS OF DATE: 20221122 DATE AS OF CHANGE: 20221122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Petras Michael B. Jr. CENTRAL INDEX KEY: 0001832387 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39729 FILM NUMBER: 221411299 MAIL ADDRESS: STREET 1: 9100 SOUTH HILLS BLVD STREET 2: SUITE 300 CITY: BROADVIEW HEIGHTS STATE: OH ZIP: 44147 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sotera Health Co CENTRAL INDEX KEY: 0001822479 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 473531161 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9100 SOUTH HILLS BLVD, SUITE 300 CITY: BROADVIEW HEIGHTS STATE: OH ZIP: 44147 BUSINESS PHONE: 440-262-1410 MAIL ADDRESS: STREET 1: 9100 SOUTH HILLS BLVD, SUITE 300 CITY: BROADVIEW HEIGHTS STATE: OH ZIP: 44147 FORMER COMPANY: FORMER CONFORMED NAME: Sotera Health Topco, Inc. DATE OF NAME CHANGE: 20200824 4 1 wf-form4_166915442637925.xml FORM 4 X0306 4 2022-11-20 0 0001822479 Sotera Health Co SHC 0001832387 Petras Michael B. Jr. C/O SOTERA HEALTH COMPANY 9100 SOUTH HILLS BLVD, SUITE 300 BROADVIEW HEIGHTS OH 44147 1 1 0 0 Chairman & CEO Common Stock, $0.01 par value per share ("Common Stock") 2022-11-20 4 F 0 29251 6.02 D 391320 D Common Stock 6377185 I By Grantor Trust Stock Options 23.0 2030-11-20 Common Stock 1118012.0 1118012 D Stock Options 20.03 2032-03-02 Common Stock 478932.0 478932 D Stock Options 6.37 2032-11-07 Common Stock 2108356.0 2108356 D 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 65,218 Restricted Stock Units ("RSUs"), which represents 25% of the RSU award granted to the Reporting Person on November 20, 2020. This award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. Represents the closing price of the Company's Common Stock on November 18, 2022. These securities consist of 317,653 RSUs and 73,667 shares of Common Stock. No transaction is being reported on this line. Reported on a previously filed Form 4. 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. 25% of the options vested on November 20, 2022, and the remaining unvested options vest in two equal installments on the next two anniversaries of the date of grant, subject to the Reporting Person's continued service through each such date. 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. These options were granted on November 7, 2022, pursuant to the terms of a stock option agreement under the 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. 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. /s/ Jessica L. M. H. Epp, Attorney-in-Fact 2022-11-22