Statement of Changes in Beneficial Ownership (4)
October 08 2020 - 4:32PM
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
*
Carestio Daniel A |
2. Issuer Name and Ticker or Trading Symbol
STERIS plc
[
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) Sr VP and Chief Operating Off |
(Last)
(First)
(Middle)
C/O 70 SIR JOHN ROGERSON'S QUAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/6/2020 |
(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 | 10/6/2020 | | M | | 13500 | A | $77.07 | 39814 (1) | D | |
Ordinary Shares | 10/6/2020 | | S | | 3664 (2) | D | $180.65 (3) | 36150 (1) | D | |
Ordinary Shares | 10/6/2020 | | S | | 2903 (4) | D | $181.25 (5) | 33247 (1) | D | |
Ordinary Shares | 10/6/2020 | | S | | 3444 (6) | D | $182.86 (7) | 29803 (1) | D | |
Ordinary Shares | 10/6/2020 | | S | | 2777 (8) | D | $183.67 (9) | 27026 (1) | D | |
Ordinary Shares | 10/6/2020 | | S | | 712 (10) | D | $184.53 (11) | 26314 (1) | 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) | $77.07 | 10/6/2020 | | M | | 13500 | | (12) | 5/30/2027 | Ordinary Shares | 13500 | $0.00 | 4500 | D | |
Explanation of Responses: |
(1) | 19,400 of these ordinary shares are restricted. The restrictions on these ordinary shares lapse as follows: 5,500 on June 1, 2021; 2,712 on May 31, 2022; 1,748 on October 3, 2022; 5,008 on May 31, 2023; 3,324 on June 1, 2023 and 1,108 on June 3, 2024. |
(2) | This exercise of stock options and sale of a total of 3,664 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on February 24, 2020. |
(3) | Price reflects a weighted average sale price for multiple transactions ranging from $180.00 to $180.9850 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) | This exercise of stock options and sale of a total of 2,903 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on February 24, 2020. |
(5) | Price reflects a weighted average sale price for multiple transactions ranging from $181.0050 to $181.8150 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. |
(6) | This exercise of stock options and sale of a total of 3,444 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on February 24, 2020. |
(7) | Price reflects a weighted average sale price for multiple transactions ranging from $182.2150 to $183.19 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. |
(8) | This exercise of stock options and sale of a total of 2,777 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on February 24, 2020. |
(9) | Price reflects a weighted average sale price for multiple transactions ranging from $183.25 to $184.2450 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. |
(10) | This exercise of stock options and sale of a total of 712 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on February 24, 2020. |
(11) | Price reflects a weighted average sale price for multiple transactions ranging from $184.30 to $184.85 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. |
(12) | This option to purchase 18,000 STERIS ordinary shares, of which 13,500 are fully vested and were exercised, 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 18,000 Old STERIS ordinary shares for $77.07 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 |
Carestio Daniel A C/O 70 SIR JOHN ROGERSON'S QUAY DUBLIN, L2 2 |
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| Sr VP and Chief Operating Off |
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Signatures
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/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney | | 10/8/2020 |
**Signature of Reporting Person | Date |
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