4//SEC Filing
Klaben Matthew J 4
Accession 0001628280-21-005474
CIK 0001822479other
Filed
Mar 23, 8:00 PM ET
Accepted
Mar 24, 4:39 PM ET
Size
9.0 KB
Accession
0001628280-21-005474
Insider Transaction Report
Form 4
Klaben Matthew J
SVP, GC and Secretary
Transactions
- Sale
Common Stock, $0.01 par value per share ("Common Stock")
2021-03-22$26.12/sh−41,952$1,095,891→ 327,286 total(indirect: By Trust)
Holdings
- 31,304
Common Stock
- 134,161
Stock Options
Exercise: $23.00Exp: 2030-11-20→ Common Stock (134,161 underlying)
Footnotes (5)
- [F1]On March 22, 2021, Mr. Klaben sold a total of 41,952 shares of Common Stock of Sotera Health Company in an underwritten public secondary offering (the "Offering").
- [F2]Reflects a price equal to the Offering price per share less underwriting discounts and commissions payable thereon, as disclosed in the company's Prospectus 424(b)(4), filed with the United States Securities and Exchange Commission on March 18, 2021.
- [F3]Consists of 196,997 shares of vested Common Stock and 130,289 shares of unvested Common Stock as of March 22, 2021. 36,529 of the unvested shares of Common Stock will vest on a daily basis, pro rata through November 15, 2021. 93,760 of the unvested shares of Common Stock will vest as of the first date on which (i) certain investment funds and entities affiliated with Warburg Pincus LLC and GTCR, LLC (the "Sponsors") have received two and one-half times their invested capital in the company and (ii) the Sponsors' internal rate of return exceeds twenty percent.
- [F4]These securities consist of restricted stock units ("RSUs") that were granted on November 20, 2020, pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. The RSUs vest in four equal installments on each of the first four anniversaries of the date of grant, subject to the Mr. Klaben's continued service through each such date.
- [F5]These options were granted on November 20, 2020, pursuant to the terms of a stock option agreement under the 2020 Incentive Plan. The options vest in four equal installments on each of the first four anniversaries of the date of grant, subject to Mr. Klaben's continued service through each such date.
Documents
Issuer
Sotera Health Co
CIK 0001822479
Entity typeother
Related Parties
1- filerCIK 0001369000
Filing Metadata
- Form type
- 4
- Filed
- Mar 23, 8:00 PM ET
- Accepted
- Mar 24, 4:39 PM ET
- Size
- 9.0 KB