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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 66.15 | 03/28/2019 | D | 600 | (3) | 05/28/2025 | Ordinary Shares | 600 | (3) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 69.72 | 03/28/2019 | D | 596 | (4) | 06/01/2026 | Ordinary Shares | 596 | (4) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 77.07 | 03/28/2019 | D | 600 | (5) | 05/30/2027 | Ordinary Shares | 600 | (5) | 0 | D | ||||
Employee Stock Option (right to buy) | $ 114.22 | 03/28/2019 | D | 2,872 | (6) | 05/31/2028 | Ordinary Shares | 2,872 | (6) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Tamaro Renato C/O RUTHERFORD HOUSE, STEPHENSONS WAY CHADDESDEN DERBY, X0 DE21 6LY |
V.P. & Corporate Treasurer |
/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney | 03/28/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | 2,396 of these ordinary shares are restricted. The restrictions on the ordinary shares lapse as follows: 500 on May 28, 2019; 600 on October 1, 2019; 400 on June 1, 2020; 412 on June 1, 2021 and 484 on May 31, 2022. |
(2) | Represents ordinary shares of STERIS plc, a public limited company organized under the laws of England and Wales ("Old STERIS"), cancelled pursuant to a court-approved scheme of arrangement under English law (the "Scheme"). In connection with the Scheme, the reporting person received ordinary shares of STERIS plc, a public limited company organized under the laws of Ireland ("STERIS"), in an amount equal to the number of the reporting person's cancelled Old STERIS shares. The reporting person's STERIS shares will be subject to terms and conditions, including restrictions, substantially identical to those that were applicable to the Old STERIS shares. Following the completion of the Scheme, STERIS became the ultimate holding company of Old STERIS. |
(3) | This option becomes exercisable as follows: 150 on May 31, 2016, 150 on May 30, 2017, 150 on May 29, 2018 and 150 on May 28, 2019. This option was assumed by STERIS under the Scheme and converted to an option to purchase 600 ordinary shares of STERIS for $66.15 per share, subject to the same terms and conditions that were applicable to the original Old STERIS option. |
(4) | This option becomes exercisable as follows: 149 on June 1, 2017; 149 on June 1, 2018; 149 on June 3, 2019 and 149 on June 1, 2020. This option was assumed by STERIS under the Scheme and converted to an option to purchase 596 ordinary shares of STERIS for $69.72 per share, subject to the same terms and conditions that were applicable to the original Old STERIS option. |
(5) | This option becomes exercisable as follows: 150 on May 30, 2018; 150 on May 30, 2019; 150 on June 1, 2020 and 150 on June 1, 2021. This option was assumed by STERIS under the Scheme and converted to an option to purchase 600 ordinary shares of STERIS for $77.07 per share, subject to the same terms and conditions that were applicable to the original Old STERIS option. |
(6) | This option becomes exercisable as follows: 718 on May 31, 2019; 718 on June 1, 2020; 718 on June 1, 2021 and 718 on May 31, 2022. This option was assumed by STERIS under the Scheme and converted to an option to purchase 2,872 ordinary shares of STERIS for $114.22 per share, subject to the same terms and conditions that were applicable to the original Old STERIS option. |