Sec Form 4 Filing - Pahwa Sudhir K @ STERIS CORP - 2015-11-02

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
Pahwa Sudhir K
2. Issuer Name and Ticker or Trading Symbol
STERIS CORP [ STE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. V.P., IPT
(Last) (First) (Middle)
C/O 5960 HEISLEY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
11/02/2015
(Street)
MENTOR, OH44060
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares, No Par Value 11/02/2015 D 21,288.7296 ( 1 ) D 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 22.83 11/02/2015 D 3,000 ( 3 ) 05/21/2019 Common Shares, No Par Value 3,000 ( 3 ) 0 D
Employee Stock Option (right to buy) $ 31.87 11/02/2015 D 6,825 ( 4 ) 05/20/2020 Common Shares, No Par Value 6,825 ( 4 ) 0 D
Employee Stock Option (right to buy) $ 36.09 11/02/2015 D 6,000 ( 5 ) 05/31/2021 Common Shares, No Par Value 6,000 ( 5 ) 0 D
Employee Stock Option (right to buy) $ 29.94 11/02/2015 D 7,000 ( 6 ) 05/30/2022 Common Shares, No Par Value 7,000 ( 6 ) 0 D
Employee Stock Option (right to buy) $ 45.34 11/02/2015 D 9,552 ( 7 ) 05/31/2023 Common Shares, No Par Value 9,552 ( 7 ) 0 D
Employee Stock Option (right to buy) $ 53.52 11/02/2015 D 17,500 ( 8 ) 05/30/2024 Common Shares, No Par Value 17,500 ( 8 ) 0 D
Employee Stock Option (right to buy) $ 67.98 11/02/2015 D 18,000 ( 9 ) 08/10/2025 Common Shares, No Par Value 18,000 ( 9 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pahwa Sudhir K
C/O 5960 HEISLEY ROAD
MENTOR, OH44060
Sr. V.P., IPT
Signatures
/s/ Dennis P. Patton, Authorized Representative under Power of Attorney 11/02/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )8,650 of these Common Shares are restricted. The restrictions on these Common Shares lapse as follows: 1,250 on May 31, 2016; 1,075 on May 31, 2016; 1,075 on May 31, 2017; 750 on May 30, 2016; 750 on May 30, 2017; 750 on May 30, 2018; 750 on May 30, 2016; 750 on May 29, 2017; 750 on May 28,2018; and 750 on May 28, 2019. 2,027.6908 of these Common Shares are jointly held by the Reporting Person and his spouse in a joint brokerage account.
( 2 )Represents shares of STERIS Corporation ("STERIS") disposed of pursuant to merger of a wholly-owned subsidiary of STERIS plc ("New STERIS") with and into STERIS, with STERIS surviving the merger as a wholly-owned subsidiary of New STERIS (the "Merger"), in exchange for ordinary shares of New STERIS, which was consummated simultaneous with and conditioned on New STERIS' acquisition of Synergy Health plc by commencing a "recommended offer" under English law. At the effective time of the Merger, each STERIS common share was cancelled and converted into the right to receive one New STERIS ordinary share and the right to receive cash in lieu of fractional shares.
( 3 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,000 ordinary shares of New STERIS for $22.83 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 4 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 6,825 ordinary shares of New STERIS for $31.87 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 5 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 6,000 ordinary shares of New STERIS for $36.09 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 6 )This option becomes exercisable as follows: 1,750 on May 30, 2016. This option was assumed by New STERIS in the Merger and converted to an option to purchase 7,000 ordinary shares of New STERIS for $29.94 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 7 )This option becomes exercisable as follows: 2,388 on May 31, 2016 and 2,388 on May 31, 2017. This option was assumed by New STERIS in the Merger and converted to an option to purchase 9,552 ordinary shares of New STERIS for $45.34 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 8 )This option becomes exercisable as follows: 4,375 on May 30, 2016; 4,375 on May 30, 2017 and 4,375 on May 30, 2018. This option was assumed by New STERIS in the Merger and converted to an option to purchase 17,500 ordinary shares of New STERIS for $53.52 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 9 )This option becomes exercisable as follows: 4,500 on May 28, 2016; 4,500 on May 28, 2017; 4,500 on May 28, 2018; and 4,500 on May 28, 2019. This option was assumed by New STERIS in the Merger and converted to an option to purchase 18,000 ordinary shares of New STERIS for $67.98 per share, subject to the same terms and conditions that were applicable to the original STERIS option.

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