X0306 4 2012-09-11 0 0000815065 STERIS CORP STE 0001300622 Breeden Richard C C/O BREEDEN CAPITAL MANAGEMENT LLC 100 NORTHFIELD STREET GREENWICH CT 06830 1 0 0 0 Common Shares, No Par Value 2012-09-11 4 J 0 76355 D 1694713 I See footnotes Common Shares, No Par Value 16830 D Richard C. Breeden is the managing member of Breeden Capital Partners LLC, managing member and chairman and chief executive officer of Breeden Capital Management LLC. Breeden Capital Partners LLC is in turn the general partner of Breeden Partners L.P., Breeden Partners (California) L.P. (the "California Fund") and Breeden Partners (California) II L.P. (the "California II Fund" and, collectively with Breeden Partners L.P. and the California Fund, the "Funds"). Pursuant to Rule 16a-1(a)(2)(ii)(B) of the Securities Exchange Act of 1934, as amended, Mr. Breeden in his capacity as managing member, as well as chairman and chief executive officer of Breeden Capital Management LLC, and as the managing member of Breeden Capital Partners LLC, may be deemed to be the indirect beneficial owner of the shares of common stock of the Issuer (the "Common Stock") owned by the Funds; however, he disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. On September 11, 2012, the California II Fund distributed 76,782 shares of Common Stock to its investors for no consideration, including 427 shares to Breeden Capital Partners LLC. Mr. Breeden did not directly receive any shares of Common Stock in the distribution. Mr. Breeden continues to hold of record 16,830 shares of Common Stock directly. These shares include 1,158 shares of Common Stock that are restricted. The restrictions on these 1,158 shares of Common Stock lapse on February 4, 2013. Pursuant to the governing documents of the Funds, any economic interest realized with respect to these shares will be shared among the California Fund, Breeden Partners L.P. and Breeden Capital Management LLC. /s/ Richard C. Breeden 2012-09-12