Sotera Health insider RSU tax withholding filed

Sotera Health Co reported an insider equity event for former SVP, General Counsel and Secretary Alexander Dimitrief.

Rhea-AI Filing Summary

Sotera Health Co reported an insider equity event for former SVP, General Counsel and Secretary Alexander Dimitrief. On March 31, 2026, 7,941 shares of common stock were withheld at $14.34 per share to cover his tax obligations when 17,135 Restricted Stock Units granted on March 4, 2024 vested under the company’s 2020 Omnibus Incentive Plan upon his retirement. Following this tax-withholding disposition, he directly holds 312,040 shares of Sotera Health common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 7,941 shares

Exercise Price or Tax Liability 1 txn

Insider DIMITRIEF ALEXANDER

Role Former SVP, GC and Sec.

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, $0.01 par value per share ("Common Stock")	7,941	$14.34	$114K

Holdings After Transaction: Common Stock, $0.01 par value per share ("Common Stock") — 312,040 shares (Direct)

Footnotes (1)

1. F1. These securities represent the number of shares of Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting of 17,135 Restricted Stock Units ("RSUs") granted to the Reporting Person on March 4, 2024. This award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). The 17,135 RSUs under this award vested pursuant to the terms of the RSU agreement upon the Reporting Person's retirement on March 31, 2026.

Key Figures

Shares withheld for taxes: 7,941 shares Tax-withholding price: $14.34 per share RSUs vested: 17,135 RSUs +2 more

5 metrics

Shares withheld for taxes 7,941 shares Tax-withholding disposition on March 31, 2026

Tax-withholding price $14.34 per share Value used for 7,941 withheld shares

RSUs vested 17,135 RSUs Award granted March 4, 2024, vested at retirement

Shares held after transaction 312,040 shares Direct holdings after tax-withholding event

Form 4 transaction type Tax-withholding disposition (Code F) Payment of tax liability by delivering securities

Key Terms

Restricted Stock Units, tax withholding obligations, 2020 Omnibus Incentive Plan, vesting

4 terms

Restricted Stock Units financial

"the vesting of 17,135 Restricted Stock Units ("RSUs") granted to the Reporting Person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting"

2020 Omnibus Incentive Plan financial

"pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan"

vesting financial

"tax withholding obligations due upon the vesting of 17,135 Restricted Stock Units"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did SHC report for Alexander Dimitrief?

Sotera Health reported that Alexander Dimitrief had 7,941 shares of common stock withheld at $14.34 per share to satisfy tax obligations upon RSU vesting, leaving him with 312,040 directly held shares.

Was the SHC Form 4 transaction an open-market sale or purchase?

The Form 4 shows a tax-withholding disposition, not an open-market trade. Shares were withheld by Sotera Health to cover Alexander Dimitrief’s tax liabilities when his 17,135 RSUs vested at retirement.

How many SHC shares does Alexander Dimitrief hold after this transaction?

After the tax-withholding event, Alexander Dimitrief directly holds 312,040 shares of Sotera Health common stock. This figure reflects his position immediately following the withholding of 7,941 shares for tax obligations.

What RSU award triggered the SHC tax-withholding disposition?

The tax-withholding disposition relates to 17,135 Restricted Stock Units granted on March 4, 2024. These RSUs vested under Sotera Health’s 2020 Omnibus Incentive Plan when Alexander Dimitrief retired on March 31, 2026.

What price per share was used for the SHC tax-withholding shares?

The 7,941 shares withheld to cover Alexander Dimitrief’s tax obligations were valued at $14.34 per share. This per-share value is disclosed as the transaction price for the tax-withholding disposition.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/02/2026 - 04:56 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DIMITRIEF ALEXANDER

(Last) (First) (Middle)

9100 SOUTH HILLS BLVD, SUITE 300

(Street)

BROADVIEW HEIGHTS OHIO 44147

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sotera Health Co [ SHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Former SVP, GC and Sec.

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value per share ("Common Stock")	03/31/2026		F		7,941(1)	D	$14.34	312,040	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 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: 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

Explanation of Responses:

1. These securities represent the number of shares of Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting of 17,135 Restricted Stock Units ("RSUs") granted to the Reporting Person on March 4, 2024. This award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). The 17,135 RSUs under this award vested pursuant to the terms of the RSU agreement upon the Reporting Person's retirement on March 31, 2026.

Remarks:

The Power of Attorney for Mr. Dimitrief is filed as an exhibit to the Form 3 filed on November 8, 2022, which is hereby incorporated by reference.

	Matthew J. Klaben, Attorney-in-Fact	04/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)