SEC Form 4 · accession 0001209191-18-061268
STERIS plc · STE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Walter M Rosebrough Jr.
Officer — President & CEO · Director
Period of report
Dec 3, 2018
Accepted (ET)
Dec 6, 2018 · 4:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001624899
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares, 10 pence par valueF1 | Dec 3, 2018 | M | 18,000 | $29.94 | A | 66,895 | D | |
| Ordinary Shares, 10 pence par valueF1,F2 | Dec 3, 2018 | S | 18,000 | $120.00 | D | 48,895 | D | |
| Ordinary Shares, 10 pence par valueF3,F4 | Dec 3, 2018 | G | 5,000 | $0.00 | D | 13,000 | I | See Footnote Below. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F5 | $29.94 | Dec 3, 2018 | M | 18,000 | D | — | May 30, 2022 | Ordinary Shares | 18,000 | 0 | D |
Explanation of responses
- F1This exercise and sale of a total of 18,000 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on November 28, 2018.
- F2These 48,895 ordinary shares are held by the Reporting Person as Trustee of a revocable trust established for his benefit. 37,375 of these Ordinary Shares are restricted. The restrictions on the restricted Ordinary Shares lapse as follows: 3,625 on May 28, 2019; 4,000 on May 30, 2019; 3,097 on May 31, 2019; 4,681 on June 3, 2019; 4,681 on June 1, 2020; 4,000 on June 1, 2020; 3,097 on June 1, 2020; 4,000 on June 1, 2021; 3,097 on June 1, 2021 and 3,097 on May 31, 2022.
- F3This gift of a total of 5,000 shares, held by the Reporting Person's Spouse as Trustee of a revocable trust established for her benefit, was pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person's Spouse, as Trustee, on November 28, 2018.
- F4These ordinary shares are held by the Reporting Person's Spouse as Trustee of a revocable trust established for her benefit.
- F5This option to purchase 18,000 STERIS plc ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 18,000 STERIS Corporation common shares for $29.94 per share, subject to the same terms and conditions as the original STERIS stock option.