View:
Download DOC
Download PDF
SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Rosebrough Walter M Jr
(Last) (First) (Middle)
C/O 70 SIR JOHN ROGERSON'S QUAY
(Street)
DUBLIN L2 2
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STERIS plc [ STE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares 02/18/2020 M 44,255 A $69.72 104,878 D
Ordinary Shares 02/18/2020 S 32,255 D $167.4587(1) 72,623 D
Ordinary Shares 02/19/2020 M 40,000 A $69.72 112,623 D
Ordinary Shares 02/19/2020 S 39,488 D $168.0028(2) 73,135 D
Ordinary Shares 02/19/2020 S 512 D $168.5918(3) 72,623(4) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $69.72 02/18/2020 M 44,255 (5) 06/01/2026 Ordinary Shares 44,255 $0.00 68,085 D
Employee Stock Option (right to buy) $69.72 02/19/2020 M 40,000 (5) 06/01/2016 Ordinary Shares 40,000 $0.00 28,085 D
Explanation of Responses:
1. Price reflects a weighted average sale price for multiple transactions ranging from $167.13 to $168.07 per share, inclusive. The Reporting Person undertakes to provide, upon request by the SEC Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
2. Price reflects a weighted average sale price for multiple transactions ranging from $167.48 to $168.45 per share, inclusive. The Reporting Person undertakes to provide, upon request by the SEC Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. Price reflects a weighted average sale price for multiple transactions ranging from $168.50 to $168.79 per share, inclusive. The Reporting Person undertakes to provide, upon request by the SEC Staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
4. These 72,623 ordinary shares are held by the reporting person as trustee of a revocable trust established for his benefit. 32,360 of these ordinary shares are restricted. The restrictions on these ordinary shares lapse as follows: 4,681 on June 1, 2020; 4,000 on June 1, 2020; 3,097 on June 1, 2020; 2,597 on June 1, 2020; 4,000 on June 1, 2021; 3,097 on June 1, 2021; 2,597 on June 1, 2021; 3,097 on May 31, 2022; 2,597 on May 31, 2022; and 2,597 on May 31, 2023.
5. This option is part of an option to purchase 112,340 STERIS ordinary shares, of which 84,255 have fully vested, which was received in conjunction with the Redomiciliation of the entity organized under the laws of the U.K. and formerly named STERIS plc ("Old STERIS") in exchange for an option to purchase 112,340 Old STERIS ordinary shares for $69.72 per share, subject to the same terms and conditions as the original Old STERIS stock option, except as otherwise required by law.
Remarks:
/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney 02/20/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.