Welcome to our dedicated page for Sotera Health Co SEC filings (Ticker: SHC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Sotera Health Company's SEC filings document financial results, governance matters, capital-structure activity and material events for a Nasdaq-listed healthcare services company. Form 8-K filings report operating results, Regulation FD disclosures, earnings materials, leadership succession items, board appointments, committee assignments and underwriting agreements tied to secondary sales of common stock by selling stockholders.
Proxy materials describe annual meeting proposals, director elections, advisory executive compensation votes and auditor ratification. The filings also identify SHC's common stock, par value $0.01 per share, as listed on The Nasdaq Stock Market and provide formal exhibits such as underwriting agreements, legal opinions and press releases related to reported company events.
Sotera Health Company expanded its Board of Directors from eleven to twelve members and appointed Richard G. Kyle as a Class III director, effective February 4, 2026. He will serve on the Leadership Development and Compensation Committee and the Nominating and Corporate Governance Committee.
Kyle is the former President and Chief Executive Officer of The Timken Company and continues to serve on Timken’s board, as well as the board of Sonoco Products Company. He has been deemed an independent director under Nasdaq rules and will receive standard non-employee director cash and restricted stock unit compensation under Sotera Health’s existing policy.
The Vanguard Group filed an amended Schedule 13G reporting beneficial ownership of 19,228,375 shares of Sotera Health Co common stock, representing 6.76% of the class as of 12/31/2025.
Vanguard reports no sole voting or dispositive power, with shared voting power over 1,574,791 shares and shared dispositive power over 19,228,375 shares. The filing explains that, following an internal realignment on January 12, 2026, certain Vanguard subsidiaries or business divisions that are deemed beneficial owners are expected to report holdings separately on a disaggregated basis while pursuing the same investment strategies as before.
The shares are held for Vanguard’s clients, including registered investment companies and other managed accounts, which have rights to dividends and sale proceeds. Vanguard certifies the holdings are in the ordinary course of business and not for the purpose of changing or influencing control of Sotera Health.
BlackRock, Inc. has filed an amended Schedule 13G reporting a passive ownership stake in Sotera Health Co common stock. As of 12/31/2025, BlackRock reports beneficial ownership of 17,739,027 shares, representing 6.2% of Sotera Health’s outstanding common stock. BlackRock has sole power to vote 17,194,322 shares and sole power to dispose of 17,739,027 shares, with no shared voting or dispositive power.
The filing states that these securities are held by certain BlackRock business units and that various underlying persons have rights to dividends or sale proceeds, but no single underlying holder has more than five percent of Sotera Health’s outstanding common shares. BlackRock certifies that the position is held in the ordinary course of business and not for the purpose of changing or influencing control of Sotera Health.
Sotera Health Company furnished an update with preliminary revenue results for full-year 2025. The company issued a press release on January 12, 2026 summarizing approximate revenue based on information available as of that date. These preliminary figures are still subject to completion of year-end closing procedures and audit by the independent registered public accounting firm, and the company notes that the approximation falls within the guidance provided at the time of its third quarter earnings release.
The update also notes that management is delivering a business update at the 44th Annual J.P. Morgan Healthcare Conference on January 12, 2026. A slide presentation and webcast link or replay can be accessed through the Investor Relations section of the company’s website. The information about preliminary results and the conference presentation is being furnished, not filed, and is not automatically incorporated into other securities law filings.
Sotera Health Company’s major shareholder group affiliated with Warburg Pincus reported a large insider sale of common stock. On December 3, 2025, certain Warburg Pincus entities sold 9,720,000 shares of Sotera Health common stock in a transaction executed under Rule 144 at a price of $16.33 per share.
After this sale, the reporting entities still beneficially own 34,102,952 shares of Sotera Health, held indirectly through Bull Holdco L.P. with 27,291,923 shares and Bull Co-Invest L.P. with 6,811,029 shares. The various Warburg Pincus funds and affiliates report their interest as directors-by-deputization for Section 16 purposes and each disclaims beneficial ownership beyond its economic interest.
Sotera Health Company’s major shareholder group, the GTCR XI Funds, reported a large stock sale. On December 3, 2025, these funds sold 6,480,000 shares of Sotera Health common stock at a price of $16.33 per share. The transaction was reported on a joint Form 4 filing by multiple GTCR-related entities, which are listed as both directors by deputization and 10% owners.
After this sale, the GTCR XI Funds reported beneficial ownership of 22,735,301 shares in total. This consists of 18,044,507 shares held by GTCR Fund XI/A LP, 4,546,174 shares held by GTCR Fund XI/C LP, and 144,620 shares held by GTCR Co-Invest XI LP. The filing notes that GTCR’s management entities and their board of managers may be deemed to share beneficial ownership, while individual managers disclaim beneficial ownership except for their economic interests.
Sotera Health (SHC): Insider Form 4 reports large sponsor sale. On 11/10/2025, the GTCR XI Funds sold 12,000,000 shares of Sotera Health common stock in an underwritten public secondary offering at $15.651 per share (transaction code S). Following the sale, the reporting persons beneficially owned 29,215,301 shares indirectly. The filing identifies the reporters as both a Director and a 10% Owner.
The remaining indirect holdings comprise 23,187,541 shares held by GTCR Fund XI/A LP, 5,841,921 by GTCR Fund XI/C LP, and 185,839 by GTCR Co-Invest XI LP, as described in the footnotes. Governance and control details are provided for the GTCR entities and their board of managers.
Sotera Health (SHC): Insider Form 4 filing — Warburg Pincus entities reported the sale of 18,000,000 shares of Sotera Health common stock in an underwritten public secondary offering on November 10, 2025, at $15.651 per share.
The reporting persons are indicated as both Director and 10% Owner, and the filing notes the sale was conducted by affiliated Warburg Pincus entities. The transaction was disclosed as a secondary sale by existing holders, not an issuance by the company.
Sotera Health Co (SHC) insiders affiliated with Warburg Pincus reported a sale of 18,000,000 shares of common stock in an underwritten public secondary offering on November 10, 2025 at $15.651 per share.
After the reported transaction, the reporting group indicated 43,822,952 shares beneficially owned on an indirect basis, as referenced in the footnotes. The filing identifies the reporting persons as both Director and 10% Owner and notes that the report was filed by more than one reporting person.
Sotera Health Company disclosed a secondary stock sale by existing holders. On November 6, 2025, the company and certain selling stockholders entered an underwriting agreement with Goldman Sachs & Co. LLC for the sale of 30,000,000 shares of common stock at $15.651 per share, subject to stated terms. On November 10, 2025, the selling stockholders sold these shares to the underwriter.
The company did not issue any shares in this transaction and will not receive any proceeds from the sale, as all shares were sold by the selling stockholders. An underwriting agreement (Exhibit 1.1) and a legal opinion from Cleary Gottlieb (Exhibit 5.1) were filed in connection with the transaction.