Sotera Health Co (SHC) SEC Filings

SHC filed a Form 144 indicating an affiliate’s intent to sell up to 1,144,515 shares of common stock through J.P. Morgan Securities LLC on the NASDAQ, with an approximate sale date of August 17, 2026. The filing lists an aggregate market value of $21,619,888 for these shares and notes that 285,374,795 shares of common stock are outstanding.

The shares proposed for sale were acquired via executive compensation awards dated June 17, 2016 and March 2, 2026 (including blocks of 241,210 and 53,305 shares), and via a transfer of 850,000 shares associated with Michael B. Petras, Jr., originally acquired on June 17, 2016.

Sculptor Capital LP and related entities reported beneficial ownership of Sotera Health Company common stock. They collectively hold 24,000,000 shares of Sotera’s common stock, representing 8.41% of the class, with shared voting and dispositive power over all of these shares and no sole voting or dispositive power.

The shares are held in various private funds and discretionary accounts (the “Accounts”) managed by Sculptor Capital LP and Sculptor Capital II LP. Sculptor Capital Holding Corporation, Sculptor Capital Holding II LLC, Sculptor Capital Management, Inc., and Sculptor Master Fund, Ltd. are reported as related entities that may be deemed beneficial owners through their control or advisory roles. The ownership percentage is based on 285,374,795 Sotera common shares outstanding as disclosed in Sotera’s Form 10-Q filed August 6, 2026.

Sessa Capital IM, L.P. and John Petry report beneficial ownership of Sotera Health Co common stock on an amended Schedule 13G. They report 27,050,000 shares of common stock with shared voting and shared dispositive power and no sole power. This represents 9.5% of Sotera Health’s common stock, based on 285,166,994 shares outstanding following an offering described in a prospectus filed on May 12, 2026. Sessa Capital (Master), L.P., one of the Sessa Funds, has the right to receive or direct the receipt of dividends or sale proceeds for more than 5% of the company’s common stock.

Sotera Health Company reported a governance change involving its Board of Directors. On August 11, 2026, James C. Neary notified the Board of his resignation as a Class I director, effective August 13, 2026. The company states that Mr. Neary’s resignation was not due to any disagreement with the company regarding its operations, policies or practices. In connection with this resignation, the Board set its size at eleven directors as of the effective date.

Sotera Health Co officer Michael P. Rutz, President of Sterigenics, reported a sale of 150,000 shares of common stock on 2026-08-07 in an open-market or private transaction. The sale was executed at a weighted-average price of $18.835 per share, with individual trades between $18.75 and $18.9050. Following this transaction, Rutz reports 334,279 shares of Sotera Health common stock held directly.

Sotera Health Co Sr. Vice President and CFO Jonathan M. Lyons reported a code F disposition in which 11,316 shares of common stock were withheld at $17.98 per share on August 5, 2026 to satisfy his tax withholding obligations upon vesting of 25,657 RSUs granted August 7, 2023 under the 2020 Incentive Plan.

Following this tax-withholding transaction, Lyons directly holds 217,304 common shares, plus unexercised stock options covering 81,676 shares at $14.59 and 33,640 shares at $16.89, and performance-based RSUs covering 11,958 and 29,678 shares, all granted under the Sotera Health Company 2020 Omnibus Incentive Plan with time- and performance-based vesting schedules.

A shareholder of Charles Schwab Corp. filed a notice of a proposed sale of up to 150,000 shares of common stock, with an aggregate market value of $2,836,500.00, planned on or after August 7, 2026. Shares of common stock outstanding were 285,374,795. Recent share-related activity reported includes multiple RSU vesting entries on March 2, 2026 and a prior private placement on May 13, 2020.

Sotera Health Company reported strong growth for the three and six months ended June 30, 2026. Net revenues reached $321.4 million in Q2 2026, up 9.2%, and $601.4 million for the first half, up 9.6%, driven by pricing and volume gains across Sterigenics, Nordion and Nelson Labs, and higher Cobalt-60 product sales.

Q2 net income was $53.6 million versus $8.0 million a year earlier, and first‑half net income was $80.2 million versus a prior‑year loss, helped by higher gross profit, sharply lower amortization of intangibles and reduced interest expense. Adjusted EBITDA rose to $165.7 million in Q2 and $300.4 million year‑to‑date.

Cash and cash equivalents were $356.7 million and operating cash flow $117.9 million in the first half, alongside $92.6 million of capital expenditures, mainly in Sterigenics. Net long‑term debt was about $2.13 billion, with a largely undrawn $600 million revolver. The company continues to face ethylene‑oxide‑related tort litigation in several U.S. jurisdictions, which it is vigorously defending.

Sotera Health Company reported Q2 2026 net revenues of $321.4 million, up 9.2% year over year, with net income of $53.6 million or $0.19 per diluted share versus $8.0 million or $0.03 in Q2 2025. Adjusted EBITDA rose 10.0% to $165.7 million, delivering a 51.6% margin, and Adjusted EPS increased 30% to $0.26.

All three segments grew on a constant-currency basis, led by Nordion. For the first half of 2026, net revenues reached $601.4 million and net income $80.2 million. Sotera ended June 30, 2026 with $2.23 billion of total debt, $356.7 million of cash, a Net Leverage Ratio of 3.0x within its 2.0x–3.0x target range, and about $950 million of liquidity. A repriced term loan is expected to save approximately $3.5 million of annual interest. The company raised its 2026 outlook, guiding net revenues to $1.236–$1.254 billion, Adjusted EBITDA to $634–$643 million, Adjusted EPS to $0.95–$1.01, and capital expenditures to $200–$225 million.