Statement of Changes in Beneficial Ownership (4)
November 10 2020 - 4:34PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Madsen Julia |
2. Issuer Name and Ticker or Trading Symbol
STERIS plc
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STE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior VP, Life Sciences |
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(Last)
(First)
(Middle)
C/O 70 SIR ROGER'S QUAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/9/2020 |
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(Street)
DUBLIN, L2 2
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Ordinary Shares | 11/9/2020 | | M | | 1100 | A | $45.34 | 5741 | D | |
| Ordinary Shares | 11/9/2020 | | M | | 800 | A | $53.52 | 6541 | D | |
| Ordinary Shares | 11/9/2020 | | S | | 1100 | D | $192.36 (1) | 5441 | D | |
| Ordinary Shares | 11/9/2020 | | S | | 800 | D | $192.55 | 4641 (2) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | $45.34 | 11/9/2020 | | M | | 1100 | | (3) | 5/31/2023 | Ordinary Shares | 1100 | $0.00 | 0 | D | |
| Employee Stock Option (right to buy) | $53.52 | 11/9/2020 | | M | | 800 | | (4) | 5/30/2024 | Ordinary Shares | 800 | $0.00 | 0 | D | |
| Explanation of Responses: |
| (1) | Price reflects a weighted average sale price for multiple transactions ranging from $192.0701 to $192.5460 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) | 2,714 of these ordinary shares are restricted. The restrictions on these ordinary shares lapse as follows: 308 on June 1, 2021; 121 on June 1, 2021; 92 on June 1, 2021; 123 on June 1, 2021; 349 on October 1, 2021; 121 on May 31, 2022; 92 on May 31, 2022; 123 on June 1, 2022; 349 on October 3, 2022; 92 on May 31, 2023; 349 on October 2, 2023; 123 on June 1, 2023; 123 on June 3, 2024; and 349 on October 1, 2024. |
| (3) | This option to purchase 1,100 STERIS ordinary shares, which is fully vested, 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 1,100 Old STERIS ordinary shares for $45.34 per share, subject to the same terms and conditions as the original Old STERIS stock option, except as otherwise required by law. |
| (4) | This option to purchase 800 STERIS ordinary shares, which is fully vested, 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 800 Old STERIS ordinary shares for $53.52 per share, subject to the same terms and conditions as the original Old STERIS stock option, except as otherwise required by law. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Madsen Julia
C/O 70 SIR ROGER'S QUAY
DUBLIN, L2 2 |
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| Senior VP, Life Sciences |
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Signatures
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| /s/ Ronald E. Snyder, Authorized Representative under Power of Attorney | | 11/10/2020 |
| **Signature of Reporting Person | Date |
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