DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

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Securities Exchange Act of 1934

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STERIS plc

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on August 1, 2017.

 

        Meeting Information         
STERIS plc     Meeting Type:             Annual General Meeting          
      For holders as of:       May 26, 2017          
      Date: August 1, 2017   Time: 9:00 A.M. British Summer Time       
     

 

Location:   The offices of Lazard

      
   

         50 Stratton Street

      
     

         London, England W1J 8LL

         United Kingdom

 

      

    

   

 

You are receiving this communication because you hold shares in the company named above.

   

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

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We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

      

 

See the reverse side of this notice to obtain proxy  materials and voting instructions.

 

      
      


—  Before You Vote  —

How to Access the Proxy Materials

 

          Proxy Materials Available to VIEW or RECEIVE:    
   

 

 

 

 

 

 

 

 

      

 

       

NOTICE AND PROXY STATEMENT        FISCAL 2017 ANNUAL REPORT    ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDING MARCH 31, 2017

How to View Online:

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—  How To Vote  —

Please Choose One of the Following Voting Methods

 

 

               

 

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Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “legal proxy.” To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.

 

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Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form.

 

   
       


    Voting Items       
 

The Board of Directors recommends you vote “For” for all of the following proposals except proposal 6 and that you vote for “1 Year” for proposal 6 (all proposals are ordinary resolutions):

     
 

 

1.

 

 

Re-election of Directors

     
   

 

Nominees:

 

   

 

4.      To authorize the Directors of the Company or the Audit Committee to determine the remuneration of Ernst & Young LLP as the Company’s U.K. statutory auditor.

 

5.      To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed pursuant to the disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis and the tabular and narrative disclosure contained in the Company’s proxy statement dated June 12, 2017.

 

6.      To approve, on a non-binding advisory basis, whether the non -bi ndin g advi sor y v ot e re gard ing ex ecut iv e compensation of our named executive officers should be held every 1, 2 or 3 years.

 

7.      To approve, on a non-binding advisory basis, the Directors’ Remuneration Report for the period ended March 31, 2017 contained within the Company’s U.K. annual report and accounts for the year ended March 31, 2017.

 

8.      To transact such other business as may properly come before the Meeting or any adjournment or postponement thereof.

 

 
    1a.   Richard C. Breeden      
    1b.   Cynthia L. Feldmann      
   

1c.

 

 

Dr. Jacqueline B. Kosecoff

 

     
   

1d.

 

 

David B. Lewis

 

     
   

1e.

 

 

Sir Duncan K. Nichol

 

     
   

1f.

 

 

Walter M Rosebrough, Jr.

 

     
   

1g.

 

 

Dr. Mohsen M. Sohi

 

     
   

1h.

 

 

Dr. Richard M. Steeves

 

     
   

1i.

 

 

John P. Wareham

 

     
   

1j.

 

 

Loyal W. Wilson

 

     
    1k.   Dr. Michael B. Wood      
 

 

 

2.

 

 

 

To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending March 31, 2018.

 

     
  3.  

To appoint Ernst & Young LLP as the Company’s U.K. statutory auditor under the Act to hold office until the conclusion of the Company’s next Annual General Meeting.

 

     
         

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