SEC Filing | STERIS plc

View:

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^*

TOKICH MICHAEL J

(Last)

(First)

(Middle)

C/O 70 SIR JOHN ROGERSON'S QUAY

(Street)

DUBLIN

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr. Vice Pres., CFO

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2024

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

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	05/15/2024		M		32,000	A	$77.07	74,464	D
Ordinary Shares	05/15/2024		S		5,039	D	$233.34⁽¹⁾	69,425	D
Ordinary Shares	05/15/2024		S		3,281	D	$234.54⁽²⁾	66,144	D
Ordinary Shares	05/15/2024		S		17,500	D	$235.84⁽³⁾	48,644	D
Ordinary Shares	05/15/2024		S		6,180	D	$236.22⁽⁴⁾	42,464⁽⁵⁾	D
Ordinary Shares								3,557	I	See Footnote Below⁽⁶⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$77.07	05/15/2024		M			32,000	⁽⁷⁾	05/30/2027	Ordinary Shares	32,000	$0	0	D

Explanation of Responses:

1. Price reflects a weighted average sale price for multiple transactions ranging from $233.02 to $233.97 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 $234.0450 to $234.9550 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 $235.07 to $236.06 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. Price reflects a weighted average sale price for multiple transactions ranging from $236.08 to $236.45 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.

5. As of May 15, 2024, 11,455 of these ordinary shares are restricted. The restrictions on these ordinary shares lapse as follows: 1,293 on May 31, 2024; 2,452 on June 3, 2024; 1,719 on June 3, 2024; 1,128 on June 3, 2024; 432 on October 1, 2024; 1,293 on June 2, 2025; 573 on June 2, 2025; 564 on June 2, 2025; 144 on October 1, 2025; 1,293 on June 1, 2026 and 564 on June 2, 2026.

6. Units representing 3,557 ordinary share equivalents are held on behalf of the Reporting Person under the STERIS Corporation 401(k) Plan as of May 16, 2024.

7. This option to purchase 32,000 STERIS plc ordinary shares, which is fully vested, was received in connection with the redomiciliation of STERIS plc to Ireland in March 2019 in exchange for an option to purchase 32,000 ordinary shares for $77.07 per share in STERIS plc prior to the redomiciliation ("Old STERIS"), subject to the same terms and conditions as the original Old STERIS stock option.

Remarks:

	/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney	05/17/2024
	** 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.

Shareholder Tools