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Sotera Health (SHC) director gets 14,970 RSUs, now holds 95,751

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Chen Ruoxi reported acquisition or exercise transactions in this Form 4 filing.

Sotera Health Co director Ruoxi Chen received an equity grant of 14,970 Restricted Stock Units (RSUs) on May 22, 2026. The RSUs were granted at no cash cost as part of the Sotera Health Company 2020 Omnibus Incentive Plan and represent the right to receive an equal number of common shares, subject to vesting conditions.

The RSUs will vest in full on the earlier of the first anniversary of the grant date or immediately before the next regular annual shareholders meeting, assuming Chen continues serving as a non-employee director. Following this award, Chen holds 95,751 securities in total, consisting of 14,970 RSUs and 80,961 shares of common stock.

Positive

  • None.

Negative

  • None.
Insider Chen Ruoxi
Role null
Type Security Shares Price Value
Grant/Award Common Stock, $0.01 par value per share ("Common Stock") 14,970 $0.00 --
Holdings After Transaction: Common Stock, $0.01 par value per share ("Common Stock") — 95,751 shares (Direct, null)
Footnotes (1)
  1. These securities consist of 14,970 Restricted Stock Units ("RSUs") that were granted on May 22, 2026, pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan. Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. The RSUs will vest in full on the earlier of (i) the first anniversary of the date of grant, or (ii) the date immediately prior to the Issuer's next regular annual shareholders meeting, subject to the Reporting Person's continued service as a non-employee director of the Issuer through such date. These securities consist of 14,970 RSUs and 80,961 shares of Common Stock.
RSUs granted 14,970 RSUs Grant to director Ruoxi Chen on May 22, 2026
Total holdings after transaction 95,751 securities Includes RSUs and common stock following the award
Common stock held 80,961 shares Common shares held alongside the 14,970 RSUs
Grant price per RSU $0.00 per unit Reported transaction price for the RSU award
Restricted Stock Units financial
"These securities consist of 14,970 Restricted Stock Units ("RSUs") that were granted on May 22, 2026"
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.
RSUs financial
"Each RSU represents the Reporting Person's right to receive one share of Common Stock"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
2020 Omnibus Incentive Plan financial
"pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan"
non-employee director financial
"subject to the Reporting Person's continued service as a non-employee director of the Issuer"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
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*
Chen Ruoxi
(Last)(First)(Middle)
C/O WARBURG PINCUS & CO.
450 LEXINGTON AVENUE
(Street)
NEW YORK NEW YORK 10017
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, $0.01 par value per share ("Common Stock")05/22/2026A14,970(1)A$095,751(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These securities consist of 14,970 Restricted Stock Units ("RSUs") that were granted on May 22, 2026, pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan. Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. The RSUs will vest in full on the earlier of (i) the first anniversary of the date of grant, or (ii) the date immediately prior to the Issuer's next regular annual shareholders meeting, subject to the Reporting Person's continued service as a non-employee director of the Issuer through such date.
2. These securities consist of 14,970 RSUs and 80,961 shares of Common Stock.
Remarks:
The Power of Attorney for Mr. Chen is filed as an exhibit to the Form 3 filed with the Securities and Exchange Commission on November 20, 2020, which is incorporated by reference.
Matthew J. Klaben, Attorney-in-Fact05/27/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Sotera Health (SHC) director Ruoxi Chen report on this Form 4?

Ruoxi Chen reported receiving a grant of 14,970 Restricted Stock Units (RSUs). These RSUs were issued as director equity compensation under Sotera Health’s 2020 Omnibus Incentive Plan and do not reflect an open-market stock purchase or sale.

How many Sotera Health (SHC) RSUs were granted to Ruoxi Chen and on what date?

Ruoxi Chen was granted 14,970 Restricted Stock Units on May 22, 2026. Each RSU represents the right to receive one share of Sotera Health common stock, subject to the vesting conditions described in the award agreement.

What are the vesting terms of Ruoxi Chen’s RSU grant at Sotera Health (SHC)?

The 14,970 RSUs vest in full on the earlier of the first anniversary of the May 22, 2026 grant date or immediately before Sotera Health’s next regular annual shareholders meeting, if Chen continues serving as a non-employee director until that time.

Is Ruoxi Chen’s Sotera Health (SHC) RSU grant an open-market stock purchase?

No, the RSU grant is not an open-market purchase. It is a compensation award with a reported price of $0.00 per unit, granted under Sotera Health’s 2020 Omnibus Incentive Plan rather than bought on the public market.

How many Sotera Health (SHC) securities does Ruoxi Chen hold after this RSU award?

After the reported award, Ruoxi Chen holds 95,751 Sotera Health securities. This total includes 14,970 RSUs that may settle into shares upon vesting and 80,961 shares of common stock already held.

What plan governs Ruoxi Chen’s RSU grant at Sotera Health (SHC)?

The RSU grant was made under the Sotera Health Company 2020 Omnibus Incentive Plan. This plan provides equity-based compensation, and Chen’s 14,970 RSUs are subject to its terms and the specific RSU agreement.